The Legend of Spider-Man
by Foowd
Summary: Peter Parker thought his life had taken a turn for the better when he was accepted into Warfang Academy, but a bite from a cursed spider soon bestowed upon him the powers of a human sized spider. Now as Spider-Man, Peter finds himself at the center of a sinister plot that could very well spell the end of all the realms!
1. Prologue: The Humans

**Author's Note:**

 **Okay… I think I need to explain this one, especially since I've already started a Spyro crossover fic, (which I'm still gonna write! Don't worry!)**

 **This was originally going to be just a me story, sometimes I write things for myself that I don't post online because their either crap, or strange, this is one in the latter category.**

 **I started writing this back in 2016, during my "trying to get back into writing" phase, the idea was I wanted to see if I could create a Spider-Man in a fantasy setting, and Legend of Spyro happens to be the fantasy world I'm most familiar with. So work began, just for fun, just to get myself back into writing.**

 **I never got around to posting it because I never really liked it all that much. I always felt something wasn't quite right, the fact it'd be the first of it's kind, (Spyro doesn't seem to crossover with comic book super heroes all that much on here) and thus I didn't know how it'd be received. I decided to abandon it in favor of Digimon Revolution and eventually Power Rangers Dragon Legends.**

 **However, then I played Marvel's Spider-Man on PS4 (Fantastic game btw), and I got back into ol' web head, so… I decided to read this fic again, and eventually found myself writing it again… and I was having fun… and I decided to finally bite the bullet and put it out there for everyone to read.**

 **Essentially, you're reading a fan fic I never intended on publishing, so if the prose is a bit rocky, that's probably why. I really hope you do find it enjoyable, as it's a labor of love mostly, a love for two of my favorite childhood characters.**

 **Spider-Man is © Marvel Comics and Disney (I guess), and Spyro is © to Activision games, I am not either of these people nor do I represent them, this is a for fun crossover thing, if you payed money for this, please do get it back, cause I ain't making you pay to read my crappy stories, no one should…**

 **Now shut up and enjoy the Night Core!**

 **Prologue: The Humans**

* * *

It had been about a month since the war had ended, Malefor was sealed away deep in the Earth's core, and you'd think the world would have been at peace right? Well, sadly no, it seems that there were still remnants of the dark armies running around trying to finish Malefor's work.

Hunter had tipped me and Cynder off to a village that was currently burning, I could see the smoke in the distance as we flew ever closer to the sight, I had no idea there even was a village this far out, I couldn't even begin to imagine what kind of creatures lived here, I was betting it was moles, because it was **always** moles…

Soon enough we both landed, Ancestors, I could hear the screams of dying innocents even from here, you think I'd be used to this but I wasn't. "Come on Cynder, we have to stop this before the entire village is lost!" I said, the black scaled dragoness gave me a nod and we both rushed into the village.

However, when we entered, we saw that the villagers were creatures neither of us had ever seen before, they were ape like in appearance, but they were completely furless save for the tufts of it on their heads, but I had no time to contemplate such a discovery, as it was clear they were the ones being attacked as the Apes I was all too familiar with swarmed them like locusts, killing some while others managed to escape.

Cynder was already engaging the apes, her fighting prowess still as good as when I first met her as the Terror of the Skies, she effortlessly defeated the apes one by one, letting me know she wouldn't need my help right now, so I decided to search the burning village to see how many of these creatures I could save before the apes got them.

I moved quickly through the burning village, occasionally smacking away the occasional ape that tried to jump me, I kept moving, scanning the area for anyone that needed help. I began to think my efforts were meaningless unitl…

"HELP!"

The voice sounded like that of a young hatchling, I scanned the area before I saw two apes trying desperately to open a box of some kind, I wasted no time, shooting one with a fire ball before smacking the other away with my tail. They were both down and out, letting me try to get the box open, believing that the hatchling was inside.

The box offered resistance, the sounds of a whimpering, terrified hatchling sounding as I tried to lift the lid, "No no! It's okay! I'm here to help you… open the box… it's not safe here!" I pleaded with whoever was inside, I had noticed the fires drawing in closer, it wouldn't be long before the blaze reached the box, and my efforts to save whoever was inside would be for nothing.

I managed to get the lid off, and inside was another one of the creatures that inhabited this village, he was small though, with messy brown head fur, two big, green eyes, he was covered in blood for some reason though, his eyes wet with fearful tears, I picked him up in my claws, "Shh… it's okay… I'm gonna get you out of here ok?" I said, trying to calm him down, despite my unfamiliarity with this race, I could tell he was young, too young to be caught in the middle of a village raid alone.

The hatchling shrunk inwardly, I couldn't begin to imagine what was running through his head right now, what he'd seen up to this point, or better yet, how long he'd been alone here, I couldn't see any sign of his parents or anything, "Where are your parents?" I asked him, something told me I already knew the answer, but still.

The child sobbed, "The… the monkies got them..." He said, confirming my theory, and judging by the blood he had on him, it had happened rather gruesomely, and in front of him too.

I maneuvered myself under him, so he was on my back, "You got a name?" I asked him, hoping talking to me would set him at ease, if even a little bit. I began to move, getting him out of here wasn't going to be easy, I doubt the apes would pass up an opportunity to take out the purple dragon while he was busy carrying cargo.

The child wrapped his tiny arms around my neck in an effort to stay on my back, "P… Peter," He said weakly, almost timidly, it was clear he didn't know who I was, he seemed cautious of me, I couldn't blame him given what had happened to him thus far.

The fires were raging more and more fiercely as I tried to carry Peter and myself out of this burning village, I couldn't simply fly him out, as the flames had created a sort of barrier around the village skyline, denying me the chance at a faster escape, I didn't doubt I could take the flames myself, but Peter probably couldn't, so I had to rely on my legs to get this one child to safety.

But of course, it was never that easy, as another, very large ape suddenly stood in our path, I skid to a halt, not wanting to run into it and risk Peter's safety, suddenly though, more apes began to surround us, this was bad, I doubted I could fight with someone riding on me, and I doubted the apes would simply stand aside and let us through.

The large ape sounded with a loud, belly laugh. "Well well, never expected **you** to come to the rescue of these… traitors to the ape king," He said, it seemed these creatures shared more with the apes than simple aesthetic similarities, "These "humans" that refuse to serve their king! As all primates should!" He added, clear disgust in his voice.

I stood my ground, "I won't let you kill innocent creatures! Stand aside or else!" I threatened, secretly hoping I could avoid a fight here.

But the ape shook his head, "This is none of your business dragon! We **will** rebuild the ape empire! Even if we must destroy these human villages to bring them into compliance! Kill them!" He ordered his compatriots.

I felt Peter's grip on my neck tighten, it was a good thing he wasn't very strong, or else he'd be strangling me right now, he was scared, I could tell. I dodged a swing by an ape, sending a nice hard rock shot his way, before I had to dodge another attack from one of his friends.

I had to end this quick, it was only a matter of time before Peter got hit by a stray shot, I decided I would have to ram my way through, I brought my head down, horns facing the gang of apes that blocked our way, I had to hope to the ancestors they didn't take a swing at me, because Peter was completely exposed. I charged as fast as my legs could carry me, I couldn't see a thing in front of me, so I had to hope I managed to get through.

I felt my head hit the apes, they tumbled over me or around me, I didn't slow my pace but I did bring my head back up, I didn't want to end up stupidly running into an open flame or anything, I could see the exit to the village approaching, I was almost there! Just.. a few… more… inches.

"DRAGON!"

Dammit! So close… I turned around to see an ape flying on a Dreadwing chasing after us, I shot a fire ball at it but the Dreadwing managed to roll out of the way in time, it tried to swoop down to grab either me or Peter but I managed to hop to the side just in time to make it miss me. This was bad! I couldn't fight this thing with Peter on my back! And it was only a matter of time before one of those swipes got us.

I tried to move as fast as I could, but the Dreadwing was able to keep pace with me almost effortlessly, I shot another breath shot, and another, going through each element but it just kept dodging, the exit was coming closer, I could see a gathering of the creatures, what did that ape call them again?… "humans"? One of them readied a bow, and before I could begin to fear it was aimed at me he fired it, the arrow zipped over my head and hit the ape in the neck, causing him to fall off, I guess he was so busy focusing on me that he didn't notice the arrow until it was too late.

I managed to get out of the village, my lungs were on fire right now, exhausted from not only the sprinting, but the breath magic I had been using to try to get rid of the Dreadwing. The humans all gathered around me, I was naturally weary at first, afraid they would attack me, but one managed to rush me, grabbing Peter off my back, "PETER! Thank goodness you're alright!" She said, embracing the little boy in her arms. "Where are your parents Peter? Where they with you?" She then asked.

Peter didn't seem to want to answer, too shaken by his experience, so it was on to me to tell them, "I… I'm sorry… Peter told me that the apes had gotten them before I found him," I told her, the human jumped when I spoke, probably didn't think I **could** speak.

She hung her head low, "Oh no… Richard… Mary…" She sobbed, another human then approached, a male, he put his hand on her shoulder, "At least Peter made it out May," He said, giving the female a name.

After a few minutes the apes had been dealt with, and me and Cynder had managed to round up whatever humans remained in the village, the fires had died down and soon there was nothing left of their village but smoldering ash.

I couldn't help but fix my eyes on Peter and who I later had learned were his Uncle Ben and Aunt May, the only family he had left now, I couldn't fight off the guilt I felt, if I had been a little faster, if I had arrived a little sooner, I probably could have saved them… but I didn't… and now he was an orphan.

"Spyro don't let it get to you," I heard Cynder say, I turned towards the former Terror of the Skies, "We saved everyone we could, I'm sure that human kid will be fine," She said, trying to get me to see the silver linings, but still, someone so young… shouldn't have to see the things he probably saw…

I shook my head, "I just feel like… if I had come sooner… I might have been," I began, but Cynder put a claw to my snout, telling me in one motion to shut up.

"You can't save everyone Spyro," She told me, she was right of course, but being the purple dragon, I kinda felt like I **had** to, it was my job to protect the people of the Dragon Realms, and that included these humans…

The Guardians soon arrived, Sparx along with them, I had told Sparx to stay at the temple, since he and fire never mixed very well, the guardians looked around at all the humans that we had managed to rescue, Terrador approaching us, "It seems you two have been busy this evening," He commented.

I let out a sigh, "Hunter had told us a village was being attacked," I explained, I didn't need to say much more than that, Terrador knew me and Cynder well enough to fill in the blanks himself.

Terrador looked to the smoldering wreckage that used to be a village before returning his emerald gaze my way, "I never thought we'd see another human village, I thought Malefor had wiped them out during the first war," He said, telling me he knew about these creatures and never thought to tell us about it.

"You never mentioned the humans before," I pointed out, causing Terrador to raise an eye ridge, but after a while, he understood my meaning.

With a sigh he began to explain, "I never thought you'd encounter them, the humans were thought to have been wiped out when Malefor began the first war," He explained, "You see Spyro, like our relationships with the moles and cheetahs, humans were once ruled over by the ape king, but unlike us, they were less than kind rulers, they saw them as little more than cannon fodder and slaves, crafting their weapons and armor, building their camps, but after Malefor took over the ape armies, he saw no use for them, and began destroying them as show of power, we had all thought them extinct," He added.

Now the attack made more sense, they must have been trying to rebuild their empire by enslaving the remaining human villages, and when this one didn't comply, they decided to wipe it out. I looked to the remaining humans, "What do we do with them now?" I asked.

Terrador thought it over for a moment, "We can't just leave them on their own, the apes won't stop their attacks on them until they give into the ape king's rule," He said, "We'll just have to integrate them into Warfang, I doubt the other races will react well to them given their pasts with the apes, but I don't see any other option," He said, it wasn't a bad idea, Warfang had suffered a **lot** of losses during the war, bringing the humans in wouldn't be that hard.

I just hoped for their sake, the other races would accept them…

* * *

 **A/N- Here you go, this prologue was written back in 2016 actually, before I even had an idea of what to do with it.**

 **I made the decision to keep the Spider-Man characters names the same purely for convenience on my part, I'm terrible at fantasy names, as you've probably noticed in my other Spyro works.**

 **Integrating humans into Spyro's world is always a tricky endeavor, but I felt this was a pretty good way of doing it personally, and I like the contrast it makes to the dragon's relationship with the cheetahs and moles, and it's also kinda ironic given humanity's pension for… well… oppressing things in the real world.**

 **It's important to keep in mind that this was never meant to be public, just a thing I'd open up and read when I'm bored, I usually try to be more solid and literate when I write for online readers. So you'll have to forgive little clunky things like the not so fantasy names and blunt prose.**


	2. Welcome to Warfang Academy

**Chapter 1: Welcome to Warfang Academy**

* * *

Okay Peter… you are a champion… a legend… today is the beginning of the rest of your life… it's time to leave those days being mocked at the human school houses behind and become the legend you were meant to be. With a deep breath I looked myself in my bedroom mirror again, my own image kinda killing the pep talk I had just had with myself, I was a lanky young man, my brown hair was a mess as it came down to my shoulders, my green eyes still looked a bit tired, my school uniform was a red and gold short sleeve tunic with black pants and brown leather boots.

I had been one of the few humans accepted into the newly opening Warfang Academy, it was the latest in The Guardians efforts to unify the city in the wake of the war, I wasn't ignorant to the fact that my acceptance into the school was due to my above average intelligence, the very thing my peers had mocked me endlessly for, one day… I was going to be the best and brightest scholar this city had ever seen, and this school was going to be my first step towards doing just that!

With a new found vigor, I left the room, shutting the door behind me and going downstairs to Aunt May and Uncle Ben, after my parents died they had taken me in like I was their own son, Uncle Ben had a black smith shop that kept food on the table, but just barely, wasn't much use for a maker of weapons in a post-war Dragon Realms, but we still managed to survive off his meager earnings none the less.

It was a simple life, but one I wouldn't trade for anything, Aunt May and Uncle Ben had always been supportive of me, even in spite of the mockery I earned from my peers, "That sure is a fancy uniform you've got there Peter, those dragons sure like to show off don't they?" Uncle Ben said with a small laugh.

Aunt May gave him a weak elbow to the arm, "Oh hush now Ben, our nephew's about to make history today," She said, it was true in a way, I was to be among the first to attend the new academy, a simple boy about to walk among the great dragons themselves… I would be lying if I said I wasn't feeling at least a little nervous…

Uncle Ben handed me my satchel, "Yeah I know, but you've got to admit, it's a bit much," He said, he then turned to me, "Now remember Peter, this isn't going to be like your old school house, this academy is a part of Warfang's rebuilding process, which means you need to do your best to be respectful and not cause any trouble, you hear?" He said.

I don't know why Uncle Ben felt the need to tell me that, I was many things, but trouble maker was **not** one of them. "Yeah I know Uncle Ben, I'll do my best not to make humanity look bad," I said with a slight hint of sarcasm, honestly I was just eager to get there more than anything, I was looking forward to **finally** being in a school where I wasn't a social outcast, the best and brightest of Warfang were going here, I'd be among my peers instead of the meat heads I was used to.

So with a simple nod and a brisk stride out the door, I was on my way to Warfang Academy, I could already see it from my house, it was hard not to considering it was by far the largest building in Warfang, the Academy was run out of the new Dragon Temple, it was sort of merged with it really, so not only was I attending a school with humans, cheetahs, and moles, but **dragons** too. That got me a little more excited than anything else, despite living in Warfang for as long as I had, I'd never actually met a dragon before, well, not that I remember anyway. Aunt May had told me I had met not just a dragon before, but **the** dragon, the **purple** dragon, I didn't really believe her, I doubt I'd ever forget meeting a dragon of **that** caliber, but she insisted I had.

But that didn't matter now, I was going to be seeing a **lot** of dragons now that I was basically attending school at the Dragon Temple, I tried my best not to let the excitement get to me, first impressions were everything after all, and I wanted to make sure **mine** was the best it could be.

I finally reached the academy, students of all races gathered around outside, talking among themselves, with a deep breath I once again tried to psyche myself up, I needed to keep my cool and act normal, the last thing I wanted was to become an outcast here as well.

But fate was a cruel mistress, as I soon happened upon… her…

Mary Jane Watson, the girl next door, she stood there, talking with her friends, her flowing red hair blowing slightly in the gentle breeze, her emerald eyes glistened slightly in the morning sunlight. I've had a bit of a crush on her since I first moved to Warfang, she'd always lived next door to us, but we had always attended different schools… I tried my best not to show how nervous seeing her here had made me, I've never had the courage to actually ask her out, perhaps this too would be a part of my new start?

In my gazing though, I had failed to pay attention to where I was going and rammed right into a group of cheetahs, my weak, frail frame bouncing pathetically off the much harder toned body of the feline student, I fell right on my rear, the cheetah turned around, I could tell he was angry as his lips curled showing his sharp fangs, his green eyes had an angry glow to them, sensing this situation was about to get really bad really fast, I decided I needed to defuse it before it even began, "I… I'm sorry, I wasn't looking where I was going!" I apologized, hoping it would be enough to save myself.

No such luck I'm afraid, as the cheetah grabbed me by the shirt, forcing me to my feet and pulling me in close enough for me to see my terrified face reflecting in his eyes, "You have a death wish ape? Who said you could touch me?" He snarled at me. Oh this was fantastic, he was a racist, despite humans having been integrated into Warfang for close to a decade now, there were still people in Warfang who didn't like us humans, unwilling to forgive our past with the apes. In fact, being called an "ape" was considered by humans to be a racist slur, since we didn't exactly look back fondly on our past with the apes.

I needed to get out of this situation quickly, no way I could take a cheetah warrior in a fight, they were naturally stronger and faster than humans, but even if they weren't, I wasn't exactly the peak of human performance if you catch my drift. "Look! It was an accident okay! I didn't mean to cause any trouble!" I said.

One of the cheetah's friends approached us, "You hear that Flash? He says it was an "accident"!" He mocked, giving a name to the cheetah that currently held me by the shirt.

Flash glared at me, "My fist breaking your face, **that's** the accident!" He growled, before I could even flinch Flash hit me right in the face with a hard right hook, I fell to the ground, my face stinging with pain so intense I couldn't even try to pick myself up off the floor, I could see students beginning to gather around to see what the commotion was about. "Get up ape! I'm not done pounding you yet!" Flash challenged me.

I had to get out of here! Flash would **kill** me if this kept up. I slowly rose to my knees, more out of reluctance than inability, I knew the second I rose to my feet Flash was going to knock me back down again, I was hoping I could drag this out long enough for a teacher to put a stop to it, so far my "new start" was nothing but a farce, it seemed even here Peter Parker was nothing but a beating dummy.

My head was still spinning from the punch Flash had hit me with, I couldn't focus, I could hear the laughter of my fellow students coming from all around me, letting me know I had no one in my corner right now despite very much being the victim in this scenario, I guess picking on Peter Parker was funny to all races, how nice. I felt Flash's hands grab my shirt, "Come on ape! At least try to fight back!" Flash yelled, readying his fist for another smack to my dumb face.

But it was interrupted by a giant shadow descending over us, suddenly a giant ice dragon had landed right in front of us, and judging by the expression on his face he was **not** impressed, "Now that is **quite** enough! This school will not tolerate this barbaric behavior!" He said in a proud, accented tone, "You two are **not** going to drag the reputation of this school through the mud by beating each other like savages!" He snapped at us.

My heart sank when it was made clear he thought I was fighting Flash willingly, Uncle Ben's warning about "not causing any trouble" ringing in my ears as I realized I had screwed even **that** up, "B..but I wasn't even trying to-" I tried to explain myself.

But the dragon didn't even let me finish, "I don't want your excuses Parker! You and your cheetah friend will be staying after school, am I clear?" He barked, ancestors, could this get any worse? I was the victim of a beating, but yet I was being punished for a fight I didn't even want to be a part of in the first place!

Flash seemed just as upset, "What?! You gotta be kidding! The human started it!" He accused me, lying through his teeth, unless you counted accidentally bumping into someone as fighting, Flash was the one how instigated the fight by all accounts.

Thankfully, the dragon saw through Flash's lie, "I saw you throw the first punch Flash! Don't think you can weasel your way out of this that easily just because your father is a captain of the Warfang Guard!" He snapped at Flash, oh that's just fantastic, Flash's father is a captain of the guard! I just **knew** that was going to bite me in the ass at some point.

With that, the ice dragon left in a huff, "Move along children! Nothing to see here!" He said as he left, effectively dispersing the crowd.

Flash shot me another glare, "You're **dead** Parker! Cyril's not always going to be there to save you!" He growled before storming off.

Wait… **that** was Cyril?! As in "Ice Guardian" Cyril? Oh great, the first Guardian I meet, and he thinks I'm a violent trouble maker! It's official, this day is ruined, I humiliated myself in front of the entire school, and I knew Aunt May and Uncle Ben were going to lose it when they heard I got into a fight at school on my first day!

I couldn't help but curl myself up into a ball, and weep, one tiny error and everything I had been trying to do was completely undone, I was once again a social outcast, no way my reputation survives after **that** display. It seemed that the only destiny that ever awaited me was one of misery and solitude.

"Hey, you okay?"

I looked up to see another dragon had happened upon me, he was much smaller than Cyril though, telling me he was around my age, he was red in color, with yellow head spikes, horns, and underbelly, his snout sort of curved at the end, almost resembling a beak, his eyes were a bright gold color, I don't know why this dragon felt the need to check on me, I figured he'd want to stay as far away from the loser who just got decked in front of the entire school. "New school, same loser outcast status..." I said more to myself than the dragon.

The dragon sighed, "I know that feeling, "Oh look at Flame! He can't even breathe fire without hurting himself!" I can't even go to the dragon dojo without a hail of laughs following me," He lamented, oh joy… I had a kindred spirit in being a complete failure. The dragon then put on a small smile, "For what it's worth, I believe you when you said it was an accident, Flash is just a jerk who hides behind his daddy's title when he gets in trouble," He said.

It felt nice to have at least **one** person in my corner, it was farther than I'd ever gotten in my old school, which seemed to be entirely into bullying me, "Thanks, I appreciate it," I said, "I'm Peter, Peter Parker," I introduced myself.

The dragon grew a smile, "Flame," He said, a painfully simplistic name for a dragon, but hey, it was easy to remember at least. With that, me and Flame went into the school, at least I had managed to make a friend here, which was far more than I could say for my old school.

Perhaps this wouldn't be so bad after all?

* * *

 _ **Meanwhile…**_

* * *

I gazed upon Warfang Academy, a glowing insult to everything humanity fought for, finally wrenching ourselves away from the Ape King's rule only to replace them with new masters! The dragon's false benevolence sickened me to my core, even if now I shared some of their wretched DNA, but it was through that DNA I discovered a means for us to take our fates back into our own hands!

I removed a vial from my black robe, the glowing purple liquid inside swishing around from the sudden movement, with this potion, I was able to make a fallen dragon's power my own! Now I would use it to evolve humanity beyond even the dragons themselves! But I knew the humans of Warfang were too cozy in Warfang to willingly take my potion like I had, I would have to transfer it… indirectly.

My attention was turned to a lone bulb spider, scattering about on it's eight legs, mindlessly hunting for it's next meal no doubt, I removed the cork that kept the potion inside it's vial, and quickly splashed the spider with it.

The arachnid squealed in a mix of surprise and horror as the liquid began to seep into it's body, I would unleash this creature onto the academy, and whomever was unlucky enough to come across it would be the first in my army, the potion only worked on humans… so I had no risk of creating a soldier of anything other than a human…

Soon dragons… soon you will bow to **me** as your master! The Sorcerer!

* * *

 _ **Later…**_

* * *

The School, despite it's scale, functioned like any other, I attended classes, occasionally wowing my teachers with my intelligence, and of course getting mocking jeers by my classmates. Before I knew it the school day was winding to an end… which meant I'd soon have to meet with Cyril in the dragon dojo, I was **not** looking forward to confronting Flash again, I knew the second that cheetah had me alone he'd pound me into a red mist, but I knew that I couldn't keep ducking him either, skipping out on school discipline would only make my situation far worse than it already was.

The bell sounded with a loud, distant clanging, letting me know the day had ended, I almost wish the guy ringing it could have maybe put it off for a few more minutes, anything to delay my encounter with Flash.

But… I had to face the music eventually, I didn't want to risk making things even **worse** than they already were for me. I didn't exactly rush to the dragon dojo though, my fear making sure my legs moved as slowly as possible, I was going to drag this as much as I could get away with.

But… sadly… "Not exactly in a hurry, are you Mr. Parker?" said a voice from behind me. I turned to see a **very** large Earth Dragon standing behind me, I was going to hazard a guess that this was the Earth Guardian Terrador, it was kinda weird how the guardians all knew my name despite never seeing me before, I guess they had to know all the students names or something.

I tried not to be intimidated by the much larger and stronger than me Terrador as I fumbled for a response, "I… uh… I'm not exactly looking forward to meeting with Flash again," I admitted, best to just be honest instead of making up some lame excuse.

But Terrador shook his head, "Peter, you're a smart boy, your teachers speak quite highly of your academic skill, but you seem to lack courage, you need to face the consequences of your actions Peter," He lectured me.

I sighed, "But I wasn't even fighting Flash! I just ran into him and he-" I tried once again to explain myself, hoping Terrador was more reasonable than his fellow guardian Cyril.

But once again I was cut off, "That's not the point Peter, we all have to learn to get along with one another if Warfang is to be as strong and proud as it once was, that's why we started this school in the first place, now come, Cyril is not a patient dragon I can assure you," Terrador said before pushing me along.

Terrador was making a clear effort to quicken my pace, walking right behind me, forcing me to butt into him if I slowed down too much. He never spoke a word, just ushering me forwards. Soon enough we found Cyril and Flash waiting for us, Flash looking **very** unhappy to be there.

Cyril glared at me, "Certainly took your time, didn't you Peter?" He hissed at me, I still didn't get why **I** needed to be punished, all I was guilty of was being the face that Flash's fist just so happened to collide with, but it was clear I wasn't getting out of this.

Terrador decided to answer for me, "I found him slowly slinking his way down the halls, it seems he still fears the young cheetah," He said, I could see Flash snicker at this, yeah I'm sure he really enjoyed the fact he scared me.

Cyril shook it off, "Well he'd best get over it quickly, because he and Flash are going to be spending a **lot** of time together tonight, you two are to clean the dragon dojo, return all of the training dummies to their pile, I want the dojo to **shine** before you two leave tonight," He said, handing me a mop and bucket "Since you're clearly the… weaker of the two Peter, you can do the mopping," He said.

I tried not to take offense to that statement as I took the cleaning tools, and with that, me and Flash found ourselves alone in a dark, barely lit dragon dojo, bits of straw from the training dummies laid sprawled upon the stone floors of the dojo, letting both of us know it was going to be a loooong night.

Flash glared at me, "Get mopping ape, I'm not spending all night in here because you're too lazy to do your job," He said before walking over to a training dummy and hoisting it over his shoulder.

I laid the mop on the floor with a wet splat, it was then I noticed the many **many** scorch marks on the floor that Cyril no doubt expected me to clean, all because I hadn't watched where I was going! This was so stupid! I shouldn't even **be** here! I didn't do anything! I angrily swished the mop back and forth, the frustration of my situation only growing and growing as time passed.

It was then I noticed that Flash was just sitting there, watching me, "Excuse me, but I don't think I'm the only one who's supposed to be being punished here!" I said, my fears over him ripping me apart had all but vanished over my anger over the situation I currently found myself in.

Flash sat on the pile of training dummies, "Hey I did my part, that mess is all you ape," He said crossing his arms, ancestors did I want to clock him in the head with the mop I held in my hands, but I knew if I did that I'd only worsen my situation.

But I wasn't going to sit here and let him get away with this either, "I didn't even do anything! You're the one who decked me, why the hell should **I** do all the work while you sit there and watch?" I snapped.

Flash rolled his eyes, "Because you're the one who got **me** in trouble! Don't like it? You could always just leave the school, no one wants you apes here anyway," He spat, he was so smug and arrogant I really had to fight the urge to smack that smirk off his furry face!

However, Flash's smirk quickly faded, as his eyes became wide like dinner plates, "What? You just realize how much of a jerk you are?" I asked, no response, he just simply pointed, I turned around to find a giant bulb spider had somehow managed to find it's way into the dojo, and now stood right behind me, it didn't even wait for me to scream before it pounced on me, knocking me to the ground. "AGH! Get it off! Flash do something!" I pleaded, only to find that Flash had cut and run.

"Yeah! Real nice Flash!" I called out before I suddenly felt the spider's fangs sink into my neck, my senses went completely numb with pain as the giant arachnid began to tear at my neck, no way I was surviving this now… as if my day couldn't have gotten worse, it was now clear this would be my last day on this earth, forever doomed to be Warfang Academy's first recorded casualty.

Suddenly I heard a loud crash sound, it sounded like a rock breaking from the ground and smacking into something. "Peter! PETER!" I heard Terrador's booming voice call out, I couldn't focus, my head was spinning, my senses dulled. All I could muster as a response was a sputter and a cough.

I could feel myself slipping, was I dying? It sure felt like dying… well at least what I'd imagine death felt like, I felt my body being moved, "HEALER! I NEED A HEALER!" Terrador called out, the inky blackness began to overtake me, the voices around me began to muffle, growing quieter and quieter until they all but faded away into nothingness…

* * *

This was bad, Peter was slipping, my arms were wet with the blood that poured from his neck as I tried to get him to the school's healer who I hoped to the ancestors hadn't gone home yet. Having a casualty at the school would be disastrous, especially a **human** casualty, our relationship with the humans was already rocky, if they found out one of their children died on our watch it would send Warfang into chaos!

And Peter… the poor boy was probably terrified as the bulb spider tore into him, he was still alive… but barely, running on three legs was difficult, me having to use my front right arm to carry Peter, it was slowing me down, but I had to hurry, if he died I'd never forgive myself, I was already having flashbacks to the temple raid, the sense of hopelessness as young ones I was supposed to protect died around me. I did my best to force these horrific memories from my mind.

Thankfully I had finally found Zera, the school healer, her eyes went wide when she saw Peter in my arm, "What the hell happened?!" She said as she rushed over to him.

With a sigh I explained, "He was attacked by a Bulb Spider, I managed to get to it before it could finish the job, at least I hope I did," I explained, Bulb Spider's rarely ventured into the temple, they were known to attack sure, but only when confronted directly, why it would seek out prey in the temple was unknown, how did it even get **in** here?!

Zera took Peter, carrying him bridal style to the infirmary, I heard the sounds of claws on stone approach, Cyril soon stood beside me, "Terrador, if I had known there was a Bulb Spider loose in the school-"He began, was he under the assumption I would blame him for this?

I shook my head, "I know you wouldn't put them in danger intentionally Cyril, we need to inform his parents," I explained.

"His Aunt and Uncle," Cyril corrected me, "He lives with his Aunt and Uncle, the blacksmiths?" He added, Cyril obviously having spent more time looking over the information about our students than I had.

I let a small sigh out, "Yes, send one of the moles to their house, hopefully Peter will recover, in the meantime we need to search the temple, make sure that bulb spider didn't bring any friends with it," I said, I wouldn't risk this happening to anyone else, hopefully I could find out where Flash had run off to while I'm at it…

* * *

 _ **Meanwhile…**_

* * *

My eyes sort of blinked open, I felt odd… almost weightless, was I dead? No… I wouldn't have a splitting headache if I were dead… I took a look at my surroundings, I was oddly enough in a library of some kind… cases of books lined every wall, in them were books stacked haphazardly, some leaning against others, other books laid on the floor as if whoever read them decided that returning them to the shelf was too much work, the halls themselves looked oddly ethereal, the make resembled ancient dragon architecture, the doorways had odd glowing text in a language I couldn't understand, something about this place just didn't feel right… like I wasn't supposed to be here.

I got to my feet, it was then I noticed my arm was see through! I yelped in surprise, was I a ghost?! Oh man I really **was** dead wasn't I? I moved my hand towards one of the books to test something, as expected, it phased right through it, as if I weren't even there. I was of course terrified, I can't believe that was how I died! Killed by an overgrown spider with a mushroom for a body!

Well I had nothing else to do now but move through the library, despite being a ghost I was still bound by gravity, so I couldn't float, just walk like I normally would, soon I found myself in a large circular room, the walls were covered with the same bookcases as the previous one, but in the center of the room was a large hour glass, the design was oddly ornate, but the sands themselves gave off an odd blue glow, "What in the world?" I questioned… something about the hour glass seemed so wrong… like I **really** shouldn't be looking at it…

"I wouldn't touch that if I were you,"

I tensed at the sound of another voice in the room, I had thought I was alone, but it seemed I wasn't, I turned to see a dragon enter the room, he was large, full grown, but quite aged given how wrinkled his face was, his scales were a pale teal color, but the fire like designs of his head spikes and other features made it clear that this dragon was a fire dragon, his wings were tattered and full of holes, he wore a blue robe of some sort, with golden trim and a chain choker that held it in place, a glowing blue gem dangled from the end like a pendant, his eyes stood out, a bright yellow in contrast to his otherwise blue color scheme, despite the odd presence this creature radiated, he wore a kind expression, as if he were expecting me.

The dragon approached me, before sitting himself down, "I've been expecting you Peter Parker," He said, all I could do was give him a confused expression, he was expecting me? Why? He knew I was going to get killed by a bulb spider?

"A… am I dead?" I asked, best to get the big question out of the way first, I had a feeling this dragon would know the answer.

The dragon chuckled, as if I had asked a stupid question, "No young human, you aren't dead, injured sure, but not dead," He said, I felt a wash of relief come over me, "The ethereal form you take now is simply your consciousness, you must forgive me I'm still quite new at being what I am, I can't summon people like my predecessor could," He apologized.

I wasn't even going to begin to try to unravel that, "Wh… why did you bring me here?" I asked, "And who are you anyway?" I added, two very important questions.

The dragon let out a sigh, "I suppose you wouldn't know of me, being a human and all, I have gone by a few names in my life, but you can call me The Chronicler, it's my job to oversee the sands of time, and when necessary, intervene in the events that unfold within them," He explained, I had read about The Chronicler, but always in the context of a myth, his existence had been debated even among the dragons themselves, seeing him under any other circumstances would be cause for geeking out for someone like me, but considering I was a floating consciousness ghost thing summoned here for an unknown purpose, that kind of thing was the furthest from my mind. "And as for why I've brought you here, that is something of far greater importance..." He said, his face suddenly grew a darker, more somber expression, letting me know what he was about to tell me was **very** important.

The dragon paused, as if debating whether he should tell me, "Peter, that spider that bit you, it had been altered by dark magic, conjured by someone who wished to turn you into a powerful soldier, a new race of super powered humans, luckily I was able to bring your consciousness, your essence here before that magic could corrupt it, and turn you into a hate filled monster," He said.

Yeah that didn't make me feel good, I was almost turned evil? How is that even a thing you can do? Evil is an abstract concept! Not something that can be injected into someone! Right? The Chronicler continued, "My expertise lay within the fate of Dragons however, humans are a bit more alien to me, so it is hard for me to interpret what this person's goal may have been, just the results of these actions from the perspectives of dragons who would soon witness them," He added.

This was all well and good but, "Why save me then? I… I'm just a bookish human… I can't even stand up to Flash! Why bother with someone like me?" I asked, not to be needlessly self loathing, but I wasn't exactly the "great destiny hero" type ya know? Just some kid.

The Chronicler stared at me blankly, "I thought if I could at least spare one this fate, that I could lessen the disaster that would ensue if these actions remain unchecked, you just happened to be the first… but you will be far from the last, but don't think you have gotten out of this unchanged Peter Parker, I may have spared your mind from it's corruption, but your body has still inherited the potions magic, mixed with the bulb spider's venom. The results will give you abilities far beyond the average human, a gift I leave onto you what to do with, I cannot force your decision, but I do hope you choose to use them wisely, for power without control is what lead Malefor down his path of destruction," He said.

I looked at my own hands again, as if expecting a sign of this change to appear, "Y… you really think I'd be capable of something like that?" I asked, I couldn't imagine having that kind of power, I had always been the weak, frail scholar type, anything else would be just… alien to me.

The Chronicler lowered his head, "Perhaps not **as** powerful as that, but I wouldn't have intervened if I hadn't feared what might happen if you were corrupted by that magic," He said, he then looked back to the hour glass, as if checking it for something, "It seems our time is at an end Peter Parker, I leave the choice up to you as to what you do with your powers, but choose wisely, for fate has a way of repaying those who abuse their gifts," He warned me before everything went white…

* * *

 **A/N- And there's chapter one**

 **This went through many different phases before the one you see here, in fact Warfang Academy was only a recent addition to the story, originally I was just going to have Peter be a villager, but found it difficult to give him things to do before becoming Spider-Man… so I came up with the school idea.**

 **Flame's inclusion was always meant to be there, I wanted to have a Spyro character be involved directly with Peter's story, I wanted Peter to have a friend to confide in, a sort of Watson to his Sherlock if you will, and felt Flame made a good contrast to Peter, being more carefree and adventurous than Peter.**


	3. Does Whatever a Spider Can

**Chapter 2: Does Whatever a Spider Can**

* * *

I awoke in my house, I felt a damp cloth on my head, "Good to see you're finally awake Peter," Said a voice, my eyes adjusted to reveal the face of a female Cheetah, her fur was a silver color, with amber eyes, she wore a teal robe of some kind, "I was beginning to think you had died on me, but thankfully I was able to get that medicine inside you before the venom killed you," She said.

I had **so** many questions right now, how did I get home? Who **was** this woman? How the hell did I **not** die? "I'm Zera by the way, the school's healer?" She said as if she had just read my mind. "It was Terrador's idea to bring you home, your Aunt nearly had a heart attack when I brought you in, she'll be very relieved to hear you've survived," She explained in a dry monotone, as if she were completely detached from the whole situation.

"How long was I out?" I asked, I feared the answer, the sunlight coming through the window told me it had to have at least been overnight, but I felt the need to ask anyway.

Zera looked me right in the eyes, "Two days," she said simply, I was out for **two** days?! How is that even possible?! It was just a spider bite! "That bulb spider got a **lot** of venom in your blood stream, you're lucky to be alive," She said.

So after she finished her check up, she reported everything to my Aunt and Uncle, both relieved their nephew hadn't died, Zera left after that, claiming she needed to report to The Guardians.

I meanwhile, was left in my room, instructed to get rest, about an hour passed and the grogginess I had felt when I first awoke had vanished, I felt more energetic, which was odd because I expected to need more time to recover after waking up from a coma, I got out of my bed to give my legs some use, two days of inactivity had probably not been very good for them after all, the room mirror caught my eye as I paced across the floor.

I noticed something about my body was… off, I couldn't quite place it until I got a closer look, my arms were more toned, they looked stronger than they were before, I took off my tunic to see my arms weren't the only things that got bigger, my body looked more muscular, not quite **buff** per say, but far more toned than the skinny pasty mess they used to be.

I was puzzled, how the hell did I get so ripped so quickly? I doubted laying in bed for two days was the secret to a stronger body, I thought back to the dream I had previously, something I had written off a while ago as just a dream suddenly seemed more like it had some reality to it.

Before more could be thought of this, I heard a banging on my window, I was startled by the sound, suddenly jumping into the air, a far more greater leap that I expected as I found myself flopping back into the bed, I heard the sounds of laughter as a familiar dragon climbed in through my window, it was Flame, what was he doing here? And more importantly, how did he know where I lived? "Did I surprise you Pete?" Flame said between giggles, "That was a pretty good leap for someone who just spent two days unconscious in bed," He added.

He was right, I've **never** leaped that far in my life! Had he really startled me that much? I got out of my bed, "Yeah… I've never jumped quite like **that** before," I said more to myself than Flame.

However, Flame seemed to notice something, "Pete… your blanket is sticking to your hand," He pointed out, I did a double take, he was right, my blanket was sticking directly to the palm of my hand, I even shook it to try to get it off to no avail, it was as if it were stuck to it, I tore it off my palm with my other hand, and began to look closely at the palm of my hand, but saw nothing unusual, "Hey… you okay Pete?" Flame asked.

I looked back at Flame, "Yeah… so what brings you here?" I asked, I figured changing the subject was for the best, fearing Flame would have questions I didn't have answers to.

Flame sat himself in the corner of the room, "I've been checking in on you for a while Pete, your Aunt and Uncle are nice folks by the way, you're kinda… the only friend I have… I just wanted to make sure you were okay," He explained, so he'd been visiting me while I was unconscious, I didn't know how to feel about that… it was nice to have someone be concerned for me, but he still broke into my room while I was out cold…

"You've caused quite the stir at the Academy," Flame said, "Cyril was yelling at the school's guards so loud you could probably hear it in the Valley of Avalar! Everyone thought it was going to cause a riot with the humans," He added, oh that's just fantastic, my first day and I've already probably destroyed the Guardian's grand vision of a united Warfang, nice one Parker. "By the way, there was this human girl who asked about you, red hair… Mary-something, she said she knew you," He suddenly said.

Did he mean Mary Jane? She… she asked about me? I felt a flutter in my chest as the idea hit me that she was actually worried about me. "Sh… she asked about me?" I asked.

However, to my horror, Flame grew a devious look, "Oooh… I see… you have a crush on her don't you Pete?" He teased, oh come on man! I **just** woke up from a coma! And you're teasing me over a girl I like? Some friend you turned out to be… "Come on Pete don't deny it, I saw the look on your face when I brought her up!" He added.

I had to do something! There's no way I could let this go on! "I… maybe? I dunno… we've lived next door to each other since I moved to Warfang, my Aunt and her mother know each other..." I fumbled, still embarrassed over Flame figuring out I had been crushing on MJ for years…

Flame chuckled, "Don't sweat it, I won't tell her," He assured me, "Anyways, I gotta get to school, hope to see you back there soon," He said before flying out of the window, I let a small sigh of relief escape my lips, ancestors that was embarrassing.

* * *

 _ **Later…**_

* * *

It seemed my recovery had taken far less time than I'd thought, both Aunt May and Uncle Ben were stunned to see me so spry after nearly dying at the hands of a giant fungus spider, but I still couldn't go to school, Aunt May and Uncle Ben didn't buy that I was fully recovered after nearly dying.

So I had an entire day to myself, but I had no clue what to do with it, not exactly much to do here but lay in bed. I began to think about that dream again, wondering if The Chronicler really contacted me or not. It seemed insane to even consider, his existence was highly debated among dragon scholars, that's not even taking into account that legends claimed he only contacted dragons, not humans like me.

But in that dream, he had claimed I had been altered by the bite in some way, and so far, I've seen some evidence of that. The super leap I made when Flame startled me, my hand sticking to my blanket, my miraculously toned physic, it all seemed to confirm that there was some truth to that dream.

I decided to test this further, see if I could confirm it or not, I walked over to the far wall, gently placing my palm on the wall, then the other, I then pressed the flat of my foot against the wall, oddly it stuck, I then pulled myself upwards, and to my amazement, I ascended, almost effortlessly, I scaled the wall, and even more incredibly, crawled across the _ceiling_ , I was now hanging upside down from the ceiling of my room! How was this even possible? I began to crawl forward, slipping through my bedroom window and ascending the wall of my house, until I managed to reach the roof. I looked to my hand again, as if expecting some kind of clue as to how I was able to do that but found nothing.

What else could I do? I looked down my arm, and noticed a tiny little slit across my wrist, it was tiny, but it was there, curious, I pressed my finger against the skin right above it hoping to open it a bit and make it more noticeable.

However, to my surprise, a web shot out! The white strand fluttered through the air before falling to the street below, I sat there for a while, wondering what in the hell was happening to me. I was beginning to believe that bulb spider had somehow _transferred_ it's powers to me. I didn't know if I should have been frightened at how I was now a half human half spider monstrosity, or elated that I finally had something special about me apart from my bookish nature.

I slowly inched towards the edge of the building I stood on, I breathed deep, I wanted to test something, and without thinking, I bounded off the roof, I flew a ridiculous distance across the sky, soaring like the great dragons themselves, I applied pressure to my palm with my middle and index finger, a web shot straight out, snapping onto a nearby building, allowing me to swing from it like a rope. The wind brushed my face as I swung through the air like a pendulum, I shot another strand and swung from it as well, soon I was repeating the process, developing a whole new mode of transport for myself.

For once in my life I actually felt truly alive, suddenly the mocking words of my peers mattered little, because none would be able to experience what I was experiencing right now, a view of Warfang only the dragons themselves had seen before. But it was more than that, I had powers no other human possessed, not even the purple dragon himself could do what I could, and that is a statement not many people can make regardless of race. Me, a lowly human bookworm, nephew of a blacksmith, was now among the most powerful in the dragon realms!

But what would I do with such power? A thousand ideas rushed through my head as I perched myself on a dragon statue, I couldn't reveal these powers to anyone else, who knows what they'd do to me, the paranoia of Malefor's evil was still lingering in the minds of everyone in the realms, they'd probably think I was "tainted" or something. So becoming a city guard was out, perhaps I could become a street performer? Ancestors know Aunt May and Uncle Ben could use the coin. But I didn't like the idea of demeaning myself like a clown in front of everyone.

I swung through the city, getting the occasional odd stare from the citizens below, until I found myself on the roof of the dragon temple, I decided to sit myself down and think about what I would end up doing with my newfound abilities, however I found myself distracted by the stunning view of the city from where I sat, I doubt any other human has ever seen the city from this height before.

"Pete?"

I jumped, completely startled by the sound of my name, I saw Flame land himself next to me, wearing a bewildered expression on his scaled face, "H… how did you get up here? I thought you were sick!" He asked me.

I fumbled for an excuse but couldn't find one, I mean… Flame is a friend right? Surely I can trust him with this right? "Flame… I… I think that spider gave me super powers..." I said, it sounded stupid when said out loud, almost insane, but it was real as real can be.

Flame tilted his head, "I know several dragons who were bit by bulb spiders, they didn't get super powers," He said, he didn't believe me, I guess I shouldn't be surprised, **I** probably wouldn't have believed me either.

So a demonstration was in order, so I bounded over Flame, corkscrewing in the air before landing and firing to web lines right at the ground in front of Flame. Flame stood there, stunned at what he just saw, however his surprise quickly changed to excitement, "That's amazing! You're like a… human spider or something!" He said like a giddy child, pure excitement shone in his golden eyes, I couldn't possibly understand why, usually when someone told you they were a freakish adoration they screamed and ran away. "What are you going to do with them? Your powers I mean?" He asked me.

It was a question I wish I knew the answer to myself, what **was** I going to do with my newfound abilities? "I… I have no idea," I admitted, I didn't know if I wanted to know what Flame would suggest, he seemed the type to have me doing tricks for townsfolk or something equally as humiliating.

However, Flame suddenly got an idea, "Wait here!" He said before flying off so fast it was almost like he vanished into thin air. A few seconds passed before he returned with a piece of parchment in his mouth, he brought it closer to me, signaling he wanted me to take it, so I did so.

It was a flier for a fighting tournament being held tomorrow night, with a grand prize 5,000 gold coins, "A fighting tournament?" I questioned, I was never the fighting type, in fact I was usually the 'stand there and get beaten to a pulp' type. "Flame you saw how I handled my fight with Flash, I'll get killed!" I pointed out.

However Flame waved it off, "That was **before** you got spider powers! With those abilities none of the muscle heads there will stand a chance!" He said. As much as I hated to admit it, he had a point. I didn't know the full extent of my new abilities, but I already knew I had increased agility, the ability to stick to walls, and shoot webbing out of my wrists. Not to mention I still looked quite unassuming with my lanky body structure, they'd all underestimate me, allowing me to take advantage.

But there was still another problem, "After what happened yesterday, Aunt May and Uncle Ben will kill me if they find out I got involved with a fighting tournament!" I said, the last thing I needed was for them to think I have some aggression issue considering despite the debacle with the bulb spider, they knew about the fight with Flash I got in beforehand.

Flame thought it over, "Then we'll make you a costume!" he suggested, "We'll put you in a mask and no one will ever know it was you in that tournament!" he added. It wasn't a bad plan, Uncle Ben had plenty of excess materials in his shop we could use, and he'd even showed me a few things about sewing cloth and leather. "Come on Pete! It'll be great! You'll get to pound a few jerks, and you'll get some gold to boot!" He pointed out, Aunt May and Uncle Ben had always had issues with money, they could use a bit of help, I'd think of an excuse later though.

So with that, I agreed and we planned to meet at Uncle Ben's blacksmith shop late at night when my aunt and uncle were asleep, Flame went back to school and I slipped back into my home, no one had even noticed I left. Despite my lack of interest in fighting, I felt excitement over our plan, at long last Peter Parker would be something more than just a weak, timid wall flower, tomorrow night, I'd be a champion!

* * *

 **A/N: This was the chapter I had originally abandoned the story on, I had originally gotten up to the point where Flame leaves after visiting Peter at his home, the rest was finished rather recently which might reflect in the quality of the prose.**


	4. Irresponsible

**Chapter 3: Irresponsible**

* * *

Nightfall came at last, I made sure Aunt May and Uncle Ben were fast asleep before sneaking into the shop to begin work on my new costume, I had grabbed a few old clothes of my own to work into my outfit since I couldn't take **too** many supplies from Uncle Ben without him noticing. An old red shirt with a hole in the sleeve from when I was pushed over once in my old school, man the more things change the more they stay the same right?

Soon enough Flame arrived, waddling in through the front door, he wore an excited expression, and had a piece of paper in his maw, I noticed a bunch of words scratched onto it in black ink and sloppy handwriting, he dropped the sheet onto the workbench, "Dare I ask?" I said.

Flame smiled, "I spent all day trying to come up with an alias for you, you've gotta have a cool name to go along with your new costume!" Flame said excitedly, he was **way** more into this spider power thing than I was, I hadn't even thought to come up with a name, as I felt like this was going to just be a one time thing.

But the tournament officials had to have something to call me, and going by my real name would defeat the purpose of the costume in the first place, so I took the paper and skimmed through the names. The list was quite hard to read given Flame's horrid penmanship, but I was able to decipher it eventually.

The list had names like " _The Masked Spider_ ", " _Arachnoman_ ", " _Kid Spider_ ", " _Mister Webs_ " (really?) and my personal 'favorite' " _The Human Spider_ ". All of them were horrible in their own right, however one stood out.

"Spider-Man," I read plainly, it was simple, but striking. It had a sort of elegance to it's simplicity, "We'll go with Spider-Man," I stated.

Flame rolled his eyes, "Why? It's so plain! I was running out of ideas when I wrote that one down!" He whined, apparently not as enthused about my choice as I thought he'd be, "Can't you at least add a little… pizzazz to it? Like "The **Amazing** Spider-Man", or "The **Spectacular** Spider-Man"? Just going with plain "Spider-Man" seems so… dull to me," He suggested.

All I could do was chuckle a little, I liked the simplicity of "Spider-Man", Flame could add whatever title he wanted to before it, but "Spider-Man" was what I was going with. So with that we began work on the costume.

I found a long, tight black suit, meant to be worn under a tunic or armor, I figured it was best to make a costume that fit tight around my body as to make it easier to hide from prying eyes, I began to cut the old red shirt, making a red point, sewing it to the suit itself to give it some color. A pair of old red stockings with leather soles would serve as makeshift boots, a pair of black gloves sewn to the body suit to serve as gloves, with red cloth wrist guards for more color.

Flame overlooked what I had made so far, "Come on Pete! You're so boring," He whined, "Can't you add something to it? Something that says "Spider-Man"?" He suggested, I grabbed a bowl of red ink and a paint brush. Flame had a point, the suit needed to reflect my newfound abilities, it needed to be more… spidery.

As if on auto pilot, I began to paint a web pattern all along the red parts of the costume, a task that took far longer than I liked but it did add a much needed spidery element to the suit, I even painted a nice stylized spider symbol to the center of the chest like a crest or coat of arms, finally, I took the remaining pieces of the old red shirt and cut another stylized spider symbol, sewing it to the back of the suit. Finally, I took the remaining fabric and made a sash out of it, finding an old emblem buckle to fasten it in place, and either through serendipity or blind luck, it had it's own spider logo on it.

Flame nodded, "Nothing wrong with a little shock and awe Pete," he said.

The last part was the mask, I wanted something to cover my whole face, as to make me less recognizable. I grabbed a strip of red cloth and began to paint the same web pattern as the shirt, "How are you going to see through that?" He asked, pointing out an obvious error in my plan, crap! I needed something, I couldn't just do holes in the eyes they'd fray and bother my eyes.

I then noticed a box of broken mining goggles my uncle had collected from several moles that had visited the shop, I doubt he'd miss one pair, I began to rifle through them, until I found a rather unusual looking pair, they were pure white with black rims that ended in points, the strap that were supposed to hold them in place was torn in half, making them completely unwearable. The rims of the goggles were made of a hard black leather, while the lenses where made of fogged glass, sewn between two layers leather rims.

I then tore the lenses from the strap, giving me to separate "eyes" for the mask. I cut holes into the mask and sewed the "eyes" to the mask, I then pressed them to my face and tied the cloth at the back, "How does it look?" I asked.

I could see perfectly through the goggles, the lenses were big enough to give me peripheral vision, although the crude stitching was not very comfortable against the skin of my face, "You look… impressive," Flame stated, seemingly unsure of how to describe my new look.

Soon I began to put on the rest of the suit, tying the shirt with a black cloth making it look more like a tunic, I managed to find a pair of red leather boots to finish the outfit, "So… how do I look?" I asked Flame.

Flame studied my new uniform for some time, but began to nod, "You're gonna knock them dead at the tournament!" He said, to be honest, I felt great in the suit, something about a mask made me feel mysterious, like a force rather than some kid who happened to have super powers, "We should go to the Dragon Dojo, sharpen your fighting skills a bit," he suggested.

I raised an eyebrow, "You sure? I mean, wouldn't that be… ya know… breaking in?" I asked, I knew Flame to be the… let's just say, "rebellious" type, so sneaking into the temple after hours was probably no issue to him, but I usually liked to keep **out** of trouble.

Flame rolled his eyes, "They won't find out, you know how big that place is? They'll never know we were there!" He said, he had a point, I mean, what harm could one night of late night training do anyway?

* * *

 _ **Later…**_

* * *

Sneaking into the temple was easy as pie with my new spidery abilities, and as an added plus, my costume didn't seem to hamper my powers any, so all and all things were going pretty well so far.

Flame lead me down the dark, silent halls, until I found myself in the dragon dojo once again, it felt… odd being in here after what happened the last time I hung out back here. Flame waddled over to a pile of training dummies, "Alright "Spider-Man", let's see how good those powers make you in a fight," He said before the dummies began to spring to life!

I had heard that the dragons used magic to animate their training dummies, I didn't know Flame was that versed in dragon magic, but hey, it worked for me, what better way to practice a fight than with an opponent that could fight back.

However, I noticed when the dummy threw it's first punch, I… sensed it, like something in my mind knew it was coming before it even "thought" to throw it. This allowed me to effortlessly dodge the strike, before I answered back with a huge right hand. The dummy's head exploded on contact with my fist, straw flew everywhere as what remained to the training dummy fell lifelessly onto the stone floor of the temple.

I guess I can add "enhanced strength" to my list abilities. That would definitely come in handy at the tournament, although I might want to pull my punches a bit, I doubt the judges would want me exploding people's faces, or the city guard for that matter.

* * *

 _ **Later…**_

* * *

The rest of the night had gone by without much incident, somehow Flame and I had managed to get a good couple of hours worth of training in without anyone finding us, I guess the guardians don't patrol their temple very well, explains how the bulb spider that bit me got in.

Sadly, that late night training session had only allowed for me a few measly hours of sleep before I found myself woken up by Aunt May, "Peter!" I heard her voice holler from outside my room "Get up or you'll be late for school!" she added.

Going to school with my new powers was going to be weird, I'd have to take care not to reveal them to anyone lest I found myself locked in a dungeon. I quickly got dressed in my school uniform and ran down the stairs, vaulting over the handrail and landing on the dining room floor.

Uncle Ben seemed quite surprised by my entrance, "Ancestors Peter, I thought you were sick?" He questioned, in retrospect, maybe I should try a little **harder** to downplay my new powers.

I shrugged, "I got better," I said flatly, "I'd better get going, don't want to be late," I said, more trying to get out of there before they started asking questions more than out of any worry about being late.

So I said my goodbyes and ran out the door, I checked to see if the coast was clear before climbing to the roof of a nearby building, sure I **could** just walk to Warfang Academy, but what fun would that be? Besides, I needed to get the hang of my newfound dexterity before the tournament tonight! So I began to jump and flip between each building, you know, I planned on never using these powers again after winning the tournament, but I might consider using them as a means to travel more quickly.

At this pace, I'd reach Warfang Academy in no time flat! But it was more than that, I felt so… free… unburdened by petty human limitation. I wonder if this was how the purple dragon felt? Being so much more powerful than his peers, above the rest of the world? I don't know for sure, but it was how **I** was feeling right now.

Soon enough I found myself at the academy again, making sure to make my way off the side of the building no one would see me from, before walking the rest of the way there. I had the feeling today was going to finally be a good day, I could just feel it in the air.

I briskly walked towards the school, seeing Cyril funnel the kids into the building, however when I drew near, he stopped me, "I certainly hope to see no more shenanigans from **you** Mr. Parker, your little episode in the dragon dojo nearly sent the human population of Warfang into a riot!" He scolded me.

I could help but chuckle, "Don't worry Cyril, I don't think we'll be having any more problems as far as I'm concerned," I said, brimming with newfound confidence.

Cyril raised an eyebrow, "See that you don't! Now get to class Parker," He instructed me, I shrugged it off and just headed off to class, today was going to go my way, I was sure of it this time.

* * *

 _ **Later…**_

 _ **Dragon History Class- Early Afternoon…**_

* * *

I found it hard to focus on class with all the excitement surrounding me right now, a small part of me was chomping at the bit to make full use of my newfound power, I'd get my chance at the tournament tonight, but I found it odd how excited I was. I guess I was just ready to finally leave that timid punching bag part of me behind, to finally become Spider-Man! Champion fighter! I wonder if I'll become famous? Maybe if I were lucky, I'd get to even meet the purple dragon himself! A life long dream of mine, man… if **he** saw me as worth his time… I will have officially made i-

"PETER PARKER!"

Suddenly a loud thud sounded from my desk, it seems my teacher, a yellow electric dragon named Surge, had noticed my day dreaming and had quite enough of it, I heard a small growl emanating from the back of his throat, "I'm sorry, am I **boring** you Mr. Parker?" He asked, his voice dripping with annoyance.

I fumbled a bit, "N… No Professor Surge, I was… uh..." I fumbled, the entire class began to laugh, so much for everything going my way today, but it didn't matter, after tonight, **I'd** get the last laugh.

However, right now, Professor Surge was getting that laugh, "I don't want excuses Peter, pay attention! Our history is quite important, not that you seem to understand," He growled before going back to his lesson.

I heard a giggling coming from next to me, I turned to see none other than Flame having a bit of a laugh, I hadn't even realized he was there! "I'm so glad you find that funny," I said dryly.

Flame managed to break out of his giggles, "Come on, you should have seen your face when Professor Surge slammed his paw on your desk, you looked like you were gonna pass out! The Amazing Spider-Man, undone by his own history teacher!" He giggled.

It took all of my self control not to drill him in the head with a right hook. Suddenly a bell tolled in the distance, "Class dismissed, remember to read chapter three of your history books before tomorrow," The teacher said as we left.

I left the room, daydreaming of the glory I'd hopefully get to experience as Spider-Man, finally being recognized as something other than wimpy Peter Parker would be a nice change of pace for me-

 _ **WHUD!**_

Dammit! I really need to stop daydreaming while I'm walking, makes me less likely to blindly run into people. Hopefully it wasn't Flash again, I found myself instinctively catching my victim's books, and the victim themselves, who turned out to be… her…

Mary Jane Watson, her emerald eyes stared at me in a mix of confusion and wonder, I couldn't stop myself from getting lost in those eyes, "Wow… nice reflexes!" She commented, snapping me out of my trance.

I let her up and handed her books back, MJ sort of sized me up, "Wow Peter, for someone who was almost killed a few days ago, you seem surprisingly chipper," she commented.

I chuckled nervously, talking to MJ was never easy for me even on a good day. "Well, ya know… being... bed ridden for a few days really... makes you appreciate y.. ya know… moving and stuff?" I said, Ancestors Peter could you be more of a dork? How was that even relevant?! Gaaagh! STUPID!

MJ giggled, "Well, I'm glad you're doing better, you had us all worried, I think even Flash felt bad for you," she said, somehow I doubted that, Flash didn't seem the type to feel anything aside from revulsion at us "apes". Mary Jane then turned around, "Well, I'll see you around Peter," she said before taking her leave.

I couldn't will myself to speak a word, my heart to a flutter to form even the most basic "goodbye", man I have the powers of a god and yet I still can't muster the courage to talk to a girl! My life in a nutshell folks.

However, suddenly that tingling sensation assaulted my brain again, I had dubbed it my "Spider Sense" last night, I figured out that it was some kind of danger warning as it only went off-

 _ **THWAM!**_

When I was about to be attacked, in this case, I was pushed to the floor, skidding slightly against the stone floor, "Well look who's back fellas, I thought for sure that bug bite would have scared you off Parker!" accosted Flash from behind me.

I picked myself up, "Back off Flash!" I barked, I wasn't about to be tormented by this overgrown pussy cat again! This was supposed to be **my** day! I wasn't about to let it be ruined by some racist furball!

Flash seemed surprised by my response, but quickly shook it off, "Well well, look who's finally managed to develop a backbone!" He mocked me.

Without even thinking, I grabbed him by the collar of his tunic, "I've developed a **lot** more than a backbone Flash!" I growled, I could flatten him right now! With my newfound spider strength, he wouldn't stand a chance!

Without hesitation, Flash threw a series of punches, my Spider-Sense saw each one coming, allowing me to effortlessly dodge each one. A crowd began to gather, chanting "Fight! Fight! Fight!" as Flash tried in vain to hit me.

Well, best give the crowd what they want, I suddenly caught him right in the jaw with a monster jab, the force knocking him off his feet and sending him sliding across the floor, finally at long last, I had gotten one up on one of my tormentors, after years of being a victim, I was now triumphant.

"What is the meaning of this?!"

And just like that, my triumph dies. The earth practically shook as Terrador stormed towards us, oh ancestors… I'm **so** dead. "T… Terrador I… I can-" I tried to explain, hoping to defuse the situation before it became any worse than it already was.

However Terrador didn't let me finish, "I don't want your excuses Parker! You will come with me at once! I'll be informing your Aunt and Uncle about this," He said, before grabbing me by the arm and dragging me down the halls like a child would a teddy bear.

Flash grew a wicked smirk, even after I lay him out, he **still** manages to somehow get the last laugh! It's so unfair!

* * *

 _ **Later…**_

* * *

"I expected such behavior from Flash, but you?! I thought you better than resorting to violence Peter!" Terrador scolded me, this had been going on for a good half hour now, how was I in the wrong?! He threw the first punch! I guess self defense isn't allowed in Warfang Academy! "I hope you know you're a razor's edge away from expulsion Peter, I can't have you picking fights with other students!" He continued.

Suddenly my situation had become much worse, as Uncle Ben came walking in, and he was **not** happy with me, I could tell by the way he looked at me he was a hair's length away from tearing my head clean off my shoulders. Uncle Ben turned to Terrador, "I came here as soon as I heard, what happened?" He said to the earth guardian.

Terrador shook his head, "Peter and Flash got into a fight, when I found them, Peter was standing over Flash after knocking him down, the school healer says his nose might be broken but will otherwise be fine," Terrador explained.

Uncle Ben turned to me, "Peter this is so unlike you! We raised you better than this!" He scolded me.

I suddenly found the frustration over how unfair this situation was boil over, "What's **wrong** with you people?! I defend myself against an angry racist cheetah and **I'm** the badguy?!" I snapped.

However, Uncle Ben just shook his head before turning to Terrador, "I think it's best I take Peter home for the day, with your permission of course," He said, Terrador nodded, and Uncle Ben began to lead me out of the temple.

We walked a few silent moments before Uncle Ben began to speak, "Peter, I understand you've been under a lot of stress these past few days, what with the new school, nearly getting killed by that bulb spider, and all that buisness with that Flash boy, but violence isn't the right way of dealing with it," He lectured me.

I just stood there in disbelief, it was like he completely ignored the fact FLASH threw the first punch! "I didn't start that fight!" I snapped.

Uncle Ben glared at me, "Well you sure as hell finished it! Peter listen to me, you can't just go around beating people up because you can! Sometimes you need to be the better man," he said.

I shook my head, "So I should just sit there and let him beat the crap out of me?!" I said, this was ridiculous, I thought Uncle Ben of all people would understand why I punched Flash out, but it seems the stupid virus had spread to him too!

Uncle Ben shook his head, "No, but you shouldn't stoop to his level either," He corrected me, "Peter… these are the years where a man becomes the man he's going to be for the rest of his life, just be careful who you change into," He said, oh ancestors he's speechifying again.

I rolled my eyes, "What? You think I'm going to become the next Dark Master or something?" I questioned.

Uncle Ben shook his head again, "No, nothing like that, but you need to understand that just because you **can** beat up that boy, doesn't mean you should, with great power, must also come great responsibility," He said.

That does it! I slapped Ben's arm off my shoulder, "Enough with that "power and responsibility" crap! You're not my father!" I snapped.

Uncle Ben tried to salvage the situation, "I'm not your father, bu-" He began but I didn't let him finish.

"Then stop pretending to be!" I snapped, I was so frustrated with everything, all my bottled up anger from years of being looked down on exploding all at once, "You think you know me but you don't! I don't need you or your speeches! Just leave me alone!" I said before storming off.

"Peter! PETER!" Uncle Ben called but I paid him no heed, I was done with this, I needed time to myself, time away from Uncle Ben and his speeches. Besides, I had a tournament to win…

* * *

 _ **Later…**_

* * *

I spent the rest of the day on a rooftop, hoping no one found me until the tournament began, I had even debated weather or not I even wanted to participate anymore, I just wanted to curl up in a ball and die, no one ever listens to me or takes my side in anything! I finally manage to stand up for myself, and Terrador and Uncle Ben act like I resurrected Malefor himself!

I heard something land softly next to me, "Hey Pete… you okay?" Flame asked, I debated whether I wanted to tell him to leave me alone, "Hey… don't look so glum, you ask me, Flash had it coming," He said.

Well at least I had **someone** in my corner, "I just wish Uncle Ben saw it that way, instead of trying to play philosopher with me," I said.

Flame chuckled, "Hey don't worry about it, I bet beating up some muscle heads in the tournament will make you feel better, come on, it's about to start any minute now," He said.

Flame was right, I needed to blow off some steam, so I got my Spider-Man costume which I thankfully had the foresight to bring with me to school, and followed Flame to where the fighting tournament was being held.

Soon we found it, it was a smaller gathering than I thought it'd be, people of all races and sized lined up for their chance at glory in the ring. Dragons, cheetahs, humans, even some Moles all waited for their turn in the ring.

Flame and I found the desk to sign up, a tired looking mole sat at the other end, when I approached he scanned his beady eyes up and down my form, "You're joking right?" he asked me.

I was so not in the mood for this, I'd been dumped on enough today! "Come on! Just sign me up!" I demanded, the mole let out an exasperated sigh and handed me a the sign up sheet.

I of course, signed as "Spider-Man" since I didn't want anyone knowing I was here, especially after what had happened earlier today. The mole took the sheet, "Very well… "Spider-Man", and may the ancestors protect you," He said dryly.

After getting a good distance away, Flame began to laugh, "Man… he has no idea! You're gonna cream these tools!" He snickered.

Suddenly a rather large mole came crashing to the ground in front of us, we both turned to see a **very** large human standing tall and proud in the wooden ring, a slender cheetah raised the human's hand before addressing the crowd, "Who can possibly stand against this titan of power?" He began, trying to hype everyone up, "Who thinks they have it in them to take down Crusher Hogan? Do we have any challengers?" He said, I guess this tournament was really more of a race to see who could conquer muscle head over there.

However, before more could be said, "He does!" Flame said, pointing to me, oh come on Flame! Don't do this to me!

However, the cheetah grinned as he sized me up, "Looks like we have a taker folks!" He said, no choice now, I couldn't back down now without losing the respect of everyone here, so I reluctantly got into the ring, "And who may I ask, is our latest challenger?" He asked me.

"Spider-Man", I said plainly.

The cheetah raised an eyebrow, "Come on kid, is that really the best you've got?" He whispered to me, "I'm trying to run a show here! Can't you come up with something more flashy?" He asked me, don't say the word "Flash" around me please. The cheetah then turned to the crowd, "Ladies and gentlemen, our challenger is none other than the terrifying, the mysterious masked warrior himself! The AMAZING SPIDER-MAN!" He called, the crowd erupted in cheers, I guess Flame was right, adding "Amazing" to my name really did add flavor to it.

Cursher Hogan smirked, "You're in for a whole lot of pain little man," He said, he then went to grab me, but my spider sense warned me allowing me to vault over him, "What the?! You little-" He grunted before trying to hit me with a backhand, but I managed to dodge it before jumping back and perching myself on one of the wooden poles of the ring. Crusher Hogan seemed stunned by this, "Wh… what are you doin' up there?" He questioned.

I couldn't help myself, "Staying away from you, sorry but your stink is too much even for me," I said, the crowd erupted in laughter. I then launched myself at Crusher, knocking him right off his feet before flipping myself over and landing hunched over. "You know, I expected you to be much better at this, honestly you kinda suck," I taunted the hulking brute.

Which meant he was now good and angry, he began to swing wildly at me, easily dodged attacks thrown with little rhyme or reason, I managed to get my opening and grabbed him, hoisting him overhead, stunning the whole crowd, I then tossed him out of the ring like a stone into a lake. "Ladies and gentlemen, your winner! SPIDER-MAN!" The cheetah exclaimed as he raised my hand in victory.

I felt great, suddenly all of the anger and despair I had felt earlier today had gone away, I was on top of the world! At long last, Peter Parker had his time in the sun, the timid bookworm was now a champion!

* * *

 _ **Later…**_

* * *

I managed to win the rest of the tournament with little difficulty, even the dragons that challenged me fell before the might of Spider-Man, so suffice to say, I was feeling pretty good about myself right now.

Even Flame was impressed, "Ha! You were amazing Pete! You wiped the floor with all of them!" He cheered, I couldn't really believe it myself, I knew I was stronger now, but I had no idea I was strong enough to beat **dragons**! That was like, the ultimate street cred! Now it was time to collect my reward!

We met with the cheetah from earlier, who turned out to be the promoter, I waited anxiously for my prize, finally I could contribute something to our home, now that time had passed I was ready to apologize to Uncle Ben for my outburst earlier, maybe this gold would be enough to get him to forgive me? However, my heart sank when two measly coins were placed in front of me.

I stared confused for a bit, not sure if he was serious or not, "Th.. the flier said I'd get a bag full," I said, figuring he'd forgotten or something.

The promoter rolled his eyes, as if I had asked a stupid question, "The flier said you'd get gold, never said how much kid, take it or leave it," He said.

I couldn't believe this! He was ripping me off! "That's not fair!" I snapped, this was ridiculous! Every time I think things are going my way, some jerk has to go and ruin it!

The promoter grinned, "Life's not fair kid, now take it and scram before I change my mind," He warned me.

Angry, I snatched the two coins and stormed off, Flame even sticking his tongue out at the promoter before we went to leave, "The nerve of that guy! You won that prize fair and square!" Flame complained.

I sighed, looking at my "prize", "At least I got **something** ," I said, I was beyond pissed, I felt like I had wasted my time! How was I going to help Aunt May and Uncle Ben with just two measly coins?! However, suddenly we heard shouting, before a man in a cloak began racing towards us, the promoter chasing after him.

"STOP HIM! HE'S GOT MY MONEY!" The promoter shouted, it seems karma had decided to visit the old promoter and he got robbed, served him right for ripping me off, so I let the thief run right by me, I saw his aged human face as he raced by me, giving me an approving smirk as he escaped. I didn't even try to stop him, why should I? It's what he deserves for ripping me off!

The Promoter glared at me, "What the hell kid?! You could of torn that guy apart!" He accosted me.

I glared at him from under my mask, "Life's not fair kid," I said, repeating his words right back at him before walking off, the promoter yelled something at me but I couldn't quite make it out, not that I really even cared.

Flame looked back at the scene before turning to me, "Wow Pete… I know that guy was a jerk but… don't you think that was a bit cold?" He asked me, I said nothing, the guy got what he deserved, I was done being pushed around by anyone. "Well… I gotta get home before my parents start to worry, see ya," said Flame awkwardly before flying off.

I went back to the rooftop to change back into my clothes, couldn't show up at home in my Spider-Man getup, Uncle Ben would kill me if he knew I was out there getting into even **more** fights, I began the slow trek home, staring at the two pitiful coins the promoter gave me, it was more than **he** had now thanks to that thief but still.

However, I then noticed a large gathering in the middle of the streets, confused I moved in closer, hearing the whispers of the townsfolk that gathered, I made out a few words, "murder" "stab", it seems someone got killed, however, my blood ran cold when I heard someone ask,

"Isn't that Ben Parker? The Blacksmith?"

I began to frantically push through the crowd, no way… it can't be! However, when I managed to break through, my worst fears were realized.

There in a bloody heap, being studied by city guards, was my uncle, motionless and bleeding onto the stone streets.

No… no no no no no no…. This can't be happening! This… this had to be some kind of messed up dream! "UNCLE BEN!" I cried out, trying to rush to my uncle's side, only to be caught by a guard, a blue ice dragon in golden armor.

Tears swelled in my eyes, my throat on fire, I couldn't handle it all, why? Why was he even out here?! Oh ancestors… he wasn't looking for **me** was he? I began to thrash more, I needed to know! He had to be alive! He had to be! "Stop it! STOP!" The guard protested, I eventually gave up, slowly slinking to the floor in defeat, the dragon, realizing this person was important to me I guess, embraced me, trying to calm me down, but I couldn't.

Uncle Ben was the closest thing to a father I ever had in this messed up world, and he was dead… it wasn't right! Why him?! He never did anything to deserve this! I then noticed a cheetah among the guards, his armor was a bit more flashy, symbolizing he was a captain, he was talking to a mole, "Captain, we've managed to corner the murderer in an old building, but he's in too deep for any of our guards to get to him," He said.

My despair quickly turned to rage, I slowly rose to my feet and ran off, I heard the dragon guard protest, possibly wanting to question me, but I wasn't in the mood for that, they might not be able to get to Uncle Ben's killer, but Spider-Man can!

I quickly changed into my costume, I was going to tear that monster apart! Make him suffer for what he did to Uncle Ben! What gave him the right to strike down a good man like Uncle Ben?! What black heart must someone have to kill such a kind and loving man?!

As soon as I was done changing I swung off, following the city guard, they wouldn't get him before **I** did! Soon I found the building the monster was hiding himself in, burrowing into it like the vermin he was! I leaped right through the window, it took me no time at all to find the bastard, overlooking the guards through an open window, "I just have to wait them out until nightfall, then I'll slip out in the dark!" He said to himself.

I slowly crept up to him, "MURDERER!" I cried as I grabbed him by the cloak, violently tossing him into the far wall, he hit it with a hard, painful thud, he sputtered and coughed pathetically as he tried to get to his feet.

I slowly walked towards him, anger building more and more as I closed in on the monster that took Uncle Ben away from me, "Wait! Please! Don't! Just give me a chance!" The bastard pleaded with me.

I grabbed him by the throat, "What about my uncle?! You give **him** a chance?! DID YOU?!" I screamed, I was so full of anger, I wanted to snap his neck like a twig, take from him what he took from Uncle Ben, it would be justice! However, as I brought him closer, I noticed something… his face…

It was terrified, panicked, but I recognized it… it was **him**! The same thief who robbed the promoter… the same one **I** let go…

I dropped him to the floor, the realization dawning on me, hitting me hard… this was **my** fault! I… I could have stopped this from happening! I… I could have saved Uncle Ben! I couldn't handle it… my rage soon found itself replaced with crushing guilt. I let this happen! All to get back at some promoter! I lost Uncle Ben because I was selfish!

However, I found myself violently torn from my guilt ridden stupor by my Spider-Sense, the thief had tried to take advantage and stab me while I tore myself apart with guilt, I quickly grabbed the thief before he could end me, twisting his arm, making him drop the weapon before laying him out with a left hook.

I debated killing him… taking what he took from Uncle Ben, but I knew that Uncle Ben wouldn't want revenge… he'd want justice… proper justice… So I tied him in a cocoon of webbing and slowly lowered him to the ground below through the window, the city guard was on him in seconds, hoisting him to his feet and taking him away, the captain looked upwards, towards the window I looked out from, our eyes locked for a second before I vanished back into the building, sneaking out the back and swinging away..

* * *

 _ **Later…**_

* * *

I sat on the roof for what felt like forever, digesting everything that had happened to me tonight… losing Uncle Ben… and it being all my fault, worse still, he probably died thinking I hated him… I'd never get to apologize to him now… which made losing him all the more painful.

I held my mask in my hands, looking deep into it's eyes, wondering what I should do now. I then remembered what The Chronicler had told me, his words echoed in my head…

" _I do hope you choose to use them wisely, for power without control is what lead Malefor down his path of destruction,_ "

Was that what I did wrong? I used my powers selfishly and without control, using them for revenge and personal glory instead of what I should be using them for… Uncle Ben always lived selflessly, helping anyone he could, and I should have done the same. Uncle Ben always told me with great power came great responsibility, and now I knew what it really meant.

I turned to see the statue of the purple dragon that stood just outside the school, he could have used his own power selfishly too, but he chose instead to save the world with them, and now… I'd do the same…

From now on, Spider-Man wouldn't be just a stage name for some lowly prize fighter, but a force for good, I'd keep Uncle Ben's legacy alive and use my powers to help those in need. I'd make Warfang a safer city for everyone, be the hero it needs, I'll make you proud Uncle Ben… I promise… I'll never look the other way again…

So swears… the Amazing Spider-Man!

* * *

 **A/N: And there it is, the origin story finished, I know Spidey fans typically would rather it be left out since it's a story we all know, but I felt this setting was so different it justified the origin, that and I personally love origin stories.**

 **I should mention Spider-Man's costume is probably the thing that's gone through the most changes, I wanted it to be more fantasy like, but still obviously Spider-Man, the mask eyes were actually the most difficult for me to justify since plastic isn't really a thing in fantasy settings, the "mole goggles" thing literally popped into my head while I was writing the chapter, it's this kind of "from the hip" style writing that's gotten me as far as I am now in Fanfiction…**

 **But now that the origin is done, we can get into the real plot! So buckle up kids, it's gonna be a ride!**


	5. Hero or Menace?

**Chapter 3: Hero or Menace?**

* * *

Three months had passed since Uncle Ben died, Aunt May and I did our best to make things work in his absence, Aunt May turned Uncle Ben's Black Smith shop into a tailor, and in fairness, there was much more use for a tailor in this post war Warfang than a blacksmith, but we still struggled to get by none the less.

Despite this, I stayed true to my word and began my career as a hero, spinning a web any size, catching thieves just like flies, just doing what I could to make Warfang safer for everyone. My social life took a nosedive though, as most if not all of my free time was taken up being Spider-Man. But thankfully I kept myself out of trouble at school, I haven't had a fight with Flash since the day Uncle Ben died, he was still a jerk to me don't get me wrong, but I now knew better than to stoop to his level anymore.

It was tough to balance it all though, especially since I had decided to keep my identity as Spider-Man secret, not even Aunt May knew. The only person on the planet that knew of my dual identity was Flame, who did his best to cover for me when I had to go play hero, making excuses for me to mixed success. Sure it'd be easier just to tell people I'm Spider-Man, but then I'd run the risk of people going after my family and friends just to get back at me, I wasn't prepared to risk that, so I kept my secrets.

All in all, the hero's life wasn't as glamorous as originally believed, hell I don't know if I was even really making a difference or not, but I know what I'm doing is right, and that's all that mattered to me.

Everything soon fell into a routine, I'd spend the extra time in the morning stopping crime, attend school, go on another patrol afterwards before returning home, spend some time with Aunt May, then go for one last patrol at night before going to bed. Sunrise, sunset. However, every routine finds itself thrown out of whack at some point… and soon enough… mine was too.

* * *

 _ **Warfang, Morning…**_

* * *

"We're done giving you chances! Pay up now or we'll start trashing this stand!"

Another day, another lame protection racket for me to knock down, it seems a group of criminals were trying to get some extra gold out of a fruit stand vendor of all things, there were five crooks, one human, two cheetahs, and two moles, good to know that crime brings all the races together. The cheetahs would be the hardest to take down since they were typically better fighters than their human and mole counterparts, moles were tricky too though, mostly because of how short they were able to get under you and slip away. Thankfully there were no dragons among them this time, as they were the hardest to deal with of all the races.

Within seconds I had my plan of attack in place, "Excuse me fellas, is this a privet dance or can anyone join in?" I called out before launching my attack, take out the cheetahs first, as they were the biggest threat, easy to take them out when they're caught off guard, I shot two weblines right at their backs and yanked them to the ground before webbing them to the ground. Two down, three to go. "I admit, my cha-cha isn't the best, but I do a mean waltz if I do say so myself," I continued.

Quipping helped me in two ways, it riled up my opponents, making them angry and therefor less focused, and it kept me from getting scared in the face of danger, kinda like how when you give a speech and picture the crowd in their underwear? Yeah that sort of thing.

Next I needed to take out the moles, I could already see them turning tail, moles weren't known for their bravery to put it kindly, but unfortunately for them, I was far faster with my spider speed, pouncing on one's head before webbing his buddy, yanking him into the one I stood on, both knocked out on impact.

Leaving just the human to deal with, the human drew a dagger from his cloak, "You stay away from me freak!" he threatened me, his voice was shaky, clearly far more frightened than he wanted me to know.

Humans were probably the easiest for me to deal with, they couldn't fight as well as cheetahs, and weren't as slippery as moles, "Come on punchy, you know you can't just threaten the innocent without a visit from your friendly neighborhood Spider-Man," I mocked before catching him in the chin with a spring kick, I snared him in a web as he hit the floor, and then there were none.

With that done, and judging by the position of the shadows around the city, I had **just** enough time to make it to school before I'm late. So I swung off, hoping against hope I'd make it to school in time.

* * *

 _ **Later…**_

* * *

I needed to streamline my costume at some point, getting in and out of the thing took far longer than I liked, I rushed to school as fast as I could without outing myself as Spider-Man, come on Parker, just a little further! You can make it!

However, to my horror, when I got on campus, no one was out there but a rather unimpressed looking Cyril. "Late again Parker?" he said dryly, sadly another downside to moonlighting as a masked hero, I was almost always late for everything.

Well, excuse time, "I… I'm sorry Cyril sir, I was… there was this thing in town and I-" I began, you'd think with how often I had to do this I'd be better at it, but nope, every time I tried to fib my way out of a bind I botched it royally.

Cyril shook his head, "I don't want excuses Parker, if you can't be bothered to get here on time then maybe you shouldn't be coming here at all!" He said, oh no… come on don't expel me! Please! If Aunt May finds out I'm **dead**! "Don't give me that look! There's only so many times I can look past your laziness before I have to bring the hammer down," He scolded me.

I've managed to understand all three guardians over the course of my time at Warfang Academy, by far the easiest to deal with was Volteer, he was the smartest of the tree but also the softest, Terrador was a stern dragon but was easy to reason with, Cyril on the other hand? It was like talking to a brick wall, sometimes it almost seemed like he had it out for me. "Look, I'm sorry… I tried to get here on time but got held up!" I tried my best to explain, I can't exactly tell him I'm Spider-Man, so I was fighting a losing battle here.

Cyril rolled his eyes, "And what was it last time? You "slept in late", and the time before that? You "got lost on the way to school"! I'm growing weary of your excuses Peter," He lectured me, this wasn't going well to put it nicely, I was going to be kicked out of Warfang Academy and I was powerless to stop it.

"For ancestors sake Cyril, you're stressing the poor boy out!"

Suddenly a large yellow electric dragon came up to us, his horns and underbelly a deep blue color, it was Volteer, the electric guardian, "Honestly you have no idea how to deal with children!" he admonished his fellow guardian before turning to me, "Come along Peter, we should get you to your class before Cyril makes you miss it with his attitude," He said.

I couldn't resist sighing in relief, Volteer just bailed me out big time. Volteer and I walked down the halls before suddenly, "Look Peter, I know things have been rather hard since your uncle's passing, but I doubt I can keep Cyril abated for long, you need to make more of an effort to be punctual," He told me.

One of the quirks you had to get used to with Volteer was his vocabulary, it wasn't much of a struggle for me since I was a pretty well read guy, but to guys like Flame, it was like he was speaking a whole other language. "I… I know, and I am… I just…" I fumbled, knowing full well what this all made me look like, but what could I do? I can't just straight up tell him I'm Spider-Man! I doubt that would even excuse me come to think of it…

Volteer sighed, "You're a clever boy Peter, but you're also quite unmotivated, lazy, slothful, apathetic..." There he goes, how many synonyms for "Lazy" can Volteer come up with this time folks? Place your bets! Whatever you're betting, trust me it's not high enough.

I had to stop this before it got out of hand, "I… I get it sir," I said, stopping this synonym storm before it got any worse.

Volteer managed to stop himself, "My point is Peter, you need to understand that intelligence is a good trait to have, but so is being punctual," He explained, hey **you** try managing your time when crooks are trying to strong arm fruit vendors! Soon we reached my class, "Next time, try to be here on time Peter, you're one of our best and brightest, and I'd like to keep you around here if I can, okay?" He said.

I simply nodded and got into the classroom, Volteer had to explain by tardiness to the teacher before leaving to do whatever it was the guardians did during the day, I took my usual seat next to Flame, "Got busted again?" He asked me.

I really wish he wouldn't use the term "busted", it made it sound like I did something wrong. Okay, technically I did, but I seriously doubt being late ranks all that high on the list of evil things someone can do. "Got caught up trying to stop a protection racket," I whispered to Flame.

Flame "You need to manage your time better dude," he told me, as if I hadn't heard that five hundred times today already!

"Ahem!"

Flame and I stopped cold, "Peter, Flame, is there something you two wish to share with the class?" The teacher asked.

"No sir" We both said in unison, satisfied, the teacher went back to his lesson.

* * *

 _ **Meanwhile…**_

* * *

What a mess…

That is all I could think when I was brought to this scene by Gavis, the captain of the guard, apparently according to the shop keeper, these thugs had been trying to get protection money out of him, but then a masked man came in and attacked them. The hoodlums now laid either unconscious on the floor, or stuck to it by what appeared to be spider webs.

This wasn't the first time such a scene had been brought to my attention, it seemed every other day I was summoned to oversee another aftermath of these spidery battles, each witness always said the same thing, a man in a mask came in and dispatched these people before vanishing from sight. He only ever seemed to target criminals, leading me to believe it was some kind of vigilante.

Sadly, with the school I seemed to be the only guardian with time to oversee the city guards investigations, leaving me to fill Cyril and Volteer in on what I've learned. However, the captain did have new information for me on this mysterious masked character.

"The shopkeeper got us a name of sorts," said the captain, "He claims the masked man referred to himself as "Spider-Man", he added, at least he had a name now, but it was clearly an alias more than a name, but it was better than nothing. "What do you make of this Terrador? The boys in the guard don't know what to make of this guy, some like how easy he's making their jobs, while others want his head on a pike for making them look bad," He asked.

Truth be told, I had no clue what to make of any of this, I have seen many things during my time on this earth, but never something quite like this, part of me wanted to be relieved this Spider-Man character was on the right side of the law, but on the other hand, I couldn't have a vigilante running amok in the city, especially with how rocky things were among the various races of Warfang, he might cause unrest, or worse, copycats. "I think we need to find this Spider-Man before things get out of hand, his intentions are noble, but I fear his actions may create unrest between the races," I explained.

The captain nodded, "Some say he looked human in build, if word gets out a **human** is out there dishing out vigilante justice, it might make the other races think humanity's making a power grab, it could insight a war," He explained, a good point indeed, humans were already in shaky standing among the other races, something like this could only make things worse for them. "I'll put an order out among the guard to start hunting him down," He said before leaving.

I looked again to the dispatched thugs, how in the name of the ancestors was a **human** capable of **this**? I doubted this Spider-Man character was a simple human, unless humans could spin webs like spiders, it made me fear there was dark magic involved, whether he did it to himself or someone had done it to him was still unknown, but I feared it was a sign of much worse things to come…

* * *

I watched the scene from a distance, I couldn't risk that infernal earth guardian noticing me, I had waited three months to learn of my first creation, and it seemed I had found it, but it seemed whoever my blub spider bit had for whatever reason decided to use his powers to fight common criminals instead of waging a campaign of destruction as I had originally intended.

But that was impossible, my potion should have corrupted him! Something was very wrong here, I'd have to make another one, if this "Spider-Man" broke free of my magic, I couldn't risk his interference, it also meant that I'd need to be more choosy with my choices, I needed someone else who saw these infernal lizards for what they were, I made my leave, searching for my next creation…

* * *

 _ **Meanwhile…**_

* * *

Thankfully the day seemed to be going by just fine, I hadn't had to go "Spider-Man" once today, which did me wonders considering I was on thin ice right now as far as the guardians were concerned.

"Hey! Watch it! I just cleaned that floor!"

I stopped to see a rather old looking human standing before me in rather ratty looking clothes, his nose was long and almost crooked like the beak of a bird, his eyes sunken in, his figure frail and thin, he had a mop in his hands and a bucket of soapy water next to him, it didn't take much to realize this man was the school's cleaner. "S… sorry sir," I said before backing off.

The man grumbled, "Those good for nothin' lizards don't pay me enough to deal with you damn kids," the man growled before going back to his cleaning. With a sigh and a shrug I left the man to his job, which judging by his demeanor, he didn't seem to enjoy all that much. I guess we all had to make a living somehow.

"Hey Pete!"

I turned to see Flame rush towards me, right though the old man's cleaning puddle, even knocking over his bucket! "I heard people at dragon training talking about you-know-who," he said, this was actually pretty good news, up until this point, Spider-Man had been barely even a myth, if the dragons were talking about me, I think that might be a good sign.

However, before the conversation could go any further, Flame was struck in the back of the head by the empty water bucket, "You damn lizard!" The old cleaner screamed, "Look at what you've done! My job is hard enough without you damn kids making things harder!" he screamed.

Suddenly all eyes in the halls were on the old man, Flame seemed caught completely off guard, I doubt he even noticed he even knocked the bucket over, "I… I'm sorry sir…" He fumbled.

However the old man only got angrier, "You dragons are all the same! Trouncing all over us hard working types! Not a care in the world! Having the whole damn world handed to you while the rest of us have to scrape and claw just to get by! If it were up to me you overgrown lizards would be ran out of town!" the old man ranted.

Flame and I just sort of stood there, not sure what to make of this old man's racist ramblings. The situation was quite awkward to say the least, it seemed this old man had some kind of weird hate thing going on with the dragons, kinda ironic considering we were in what was once known as the _Dragon_ Temple. "Uhh… sorry?" Flame squeaked, I imagine this was far more uncomfortable to Flame than it was to me since he was a dragon and all, I even noticed the other dragon students in the room getting quite uncomfortable as well.

This was insane! I had to put a stop to this, "Hey! Leave him alone! It was an accident!" I snapped, truth be told I was never good at confronting people, not unless I was behind my Spider-Man mask, but I couldn't sit here and let this psycho hurl racist abuse at one of my only friends!

However before more could be said, we were soon joined by someone I doubt the cleaner was hoping to see right now, "What is going on here?!" boomed the voice of Cyril, for once I was glad to see him, if anyone could get this maniac to back off it was him.

Flame however was too upset to even respond, it was clear he wasn't used to being singled out for being a dragon, as he huddled close to me like a frightened child, "Flame accidentally knocked this guy's bucket over and he went into a racist tirade about how evil dragons are," I explained.

Cyril didn't take that very well, being a dragon himself and all, "Is this true Mr. Toomes?" he snarled at the cleaner. The cleaner stammered for a moment, losing all his confidence now that his boss was on his case, "This school is supposed to unite our races! Not divide them! Leave at once or I'll throw you out myself!" He barked, suddenly two guards came out of seemingly nowhere to drag the old man away.

The old man thrashed as he was dragged away, "You no good dragons! You'll pay for this!" He screamed, before shooting a death glare at Flame, "Especially YOU! You little runt!" He snarled before being dragged away.

Well, that was uncomfortable, but thankfully it was over now, Flame seemed less frightened now but still quite uncomfortable, "Alright everyone!" Cyril suddenly spoke, "Back to what you were doing, nothing to see here," he added, and with that, everyone dispersed, I decided to stick with Flame for a bit, he needed a friend right now, but I couldn't help but worry about what Toomes had said, I doubted a guy like that could make good on a threat like that, but I couldn't help but worry regardless.

* * *

 _ **Meanwhile…**_

* * *

This was ridiculous! I lost my job! All because of some runt of a fire dragon! But what should I have expected from those pompous lizards?! They're all fine with trampling over the rest of us, but when we dare strike back all of a sudden we're in the wrong! HA!

The guards tossed me out of the temple rather unceremoniously, before leaving, now what was I going to do? I wanted nothing more right now than to make that runt of a dragon pay for what he did to me! I was ruined now! I had no job, no money, I'd be on the streets in no time thanks to him!

"Down on your luck Adrian Toomes?"

I turned to see a man in a black cloak standing over me, "Yeah? And what's it to **you** huh? And how do you even know my name?" I asked, I've never seen this jerk before in my life!

The man helped me to my feet, "We share a similar disdain for our reptilian overlords my friend, I can see in your eyes you wish for nothing more than to strike back at the ones who wronged you," He said.

I raised an eyebrow, "And I suppose **you** have a way for me to get back at them?" I asked, I was skeptical to say the least, dragons were powerful creatures, capable of mass destruction, what could this man possibly offer me that could compete with that?

The man produced some kind of potion from his cloak, "With this… I've crafted a potion of sorts that can transfer the powers of one creature to a human being," He explained, "I've been toying with the formula since it's first creation, all is needed is a piece of another animal. A hair, a claw, or..." he said before producing a feather, "A feather…" He said, it looked to be an ordinary feather, from a buzzard if I were to hazard a guess, he removed the cork of the vial, dipping the end of the feather like a quill into inc, "All it needs to do… is get into your body… and the power will be yours," He said.

Before I could even react, he jammed the feather into my arm, pain shot through my system as wet blood began to trickle from the wound "AGH! You lunatic! What have you done to me?!" I protested, this guy was insane! Some lunatic who fancied himself a potions master!

"You may not see it now… but give it time… and you'll understand fully," He said before vanishing into the shadows, I shook my head and headed home, one of these days I'm going to leave this damn town…

* * *

 _ **Later that Night…**_

 _ **Guardian's Chambers…**_

* * *

The school day had come and passed, apparently there had been an incident with the cleaner according to Cyril, we'd find a new one some other time, but I had more pressing issues to discuss.

I had informed the other two guardians about our new vigilante friend, a topic we had discussed many times before, but now we finally had a name for the man. "So… Spider-Man he calls himself," Cyril commented, "At least the menace has a name now," he added.

Cyril didn't have the best opinion on our new vigilante, beforehand he had referred to him simply as "that menace". Cyril was a dragon of order above all else, everything had to serve it's own function or purpose, and a vigilante by it's very nature brings chaos.

Volteer was quite the opposite, he found him fascinating, seeing him as a scientific curiosity rather than a vigilante threatening the delicate balance of our city. I had a feeling if we ever managed to capture Spider-Man, Volteer would spend most of his free time bombarding him with questions.

Personally, I only saw him as an obstacle to overcome, another problem to add to the many that plagued Warfang. I didn't like the idea of having someone out there dishing out his own brand of justice, it wasn't how I wanted things in this city to work, we had a justice system of our own, not to mention the feelings of oppression he would no doubt bring. "The city guard is already starting a city wide hunt for him, hopefully we'll stop this before it gets worse," I said, vigilantes were all the same really, they started out with good intentions, but soon the power went to their heads, and began attacking people for minor offenses, I doubted Spider-Man was any different.

Volteer sighed, "Is it really necessary Terrador? I mean, since Spider-Man began showing up, crime is lowering, and the citizens seem quite happier, I think we should at least give him a chance," Volteer said, sometimes Volteer was too optimistic for his own good, sure he was doing that **now,** but eventually he would be a real problem, we needed to stop him now before he ever reaches that point.

Cyril rolled his eyes, "For someone who claims to be so well learned, you certainly are naive Volteer, this Spider-Man is nothing more than a thrill seeker, the sooner we deal with him the better if you ask me," Cyril said.

Volteer took a bit of offense to Cyril's statement, "Naive indeed! Or perhaps I'm just not so quick to judge as you Cyril! It's clear to me this Spider-Man simply wishes to help maintain the peace in this city we've been working for over a decade to create!" Volteer argued.

Volteer had a point, peace keeping had been among our biggest goals since the fall of Malefor, but that was exactly why I couldn't let vigilantes run around oppressing the people of the city! I knew in my gut this Spider-Man would go rouge eventually, city guards were different, they could be controlled, held accountable for mistakes, vigilantes answered to no one, they could theoretically do as they pleased and never get in trouble for it, it was something I couldn't stand for.

"It matters not, we can't have a vigilante running rampant! We **will** stop this man," I said, I wasn't going to look the other way just because he **seemed** to have good intentions, for all I knew, Cyril was right and he was just a thrill seeker looking for adventure, which would end poorly when common criminals ceased to excite him. One way or another, I was going to bring him down, and I think I knew someone who could do just that...

* * *

 _ **Meanwhile…**_

 _ **Home of Adrian Toomes…**_

* * *

I spent most of my afternoon sulking over the loss of my job, it was difficult to find work in this city at my age, those dragons thought me a racist simply because I saw them for what they were, I was old enough to remember who it was that nearly wiped humanity out of existence! I never forgot that face… those hateful, soulless yellow eyes. I was lucky to survive the war. The apes may have facilitated Malefor's war, but the dragons created him. It's not my fault everyone else in this damn city forgot that.

I laid myself in bed, I had no idea what to do now, my arm still stung from when that maniac stabbed me with that feather. Why did he even do that anyway? In fact… I think it's starting to burn… damn it all he probably gave me an infection! Just what I needed right? More things I can't hope to pay to fix! The burning soon worsened… spread even.

I shot up from my bed, arm stinging worse and worse, the rest of my body began to follow, what did that maniac **do** to me?! The potion! What was in that potion?!

I fell to the floor, screaming as my body began to contort and writhe, I felt something growing from my arms, what did he do to me!? WHAT DID HE DO?!

* * *

 _ **The Next Day…**_

* * *

Volteer was right, I really did need to start focusing on punctuality, these early morning crime patrols needed to be planned out better, so I wouldn't end up showing up to school late, end my patrols early so I'd have more time to actually reach the school.

Last night I had the foresight to leave a web sack with my school uniform on the school roof so I wouldn't have to go back to get them. A little planning ahead solved everything right? I really began to feel like I was getting a hang of this hero thing, I wonder if the Purple Dragon ever had to plan this much before playing hero? Then again, he doesn't have a secret identity like I do so probably not.

I began to swing through the city, you know I never really appreciated Warfang's beauty before I began web swinging, but from the view I had from my webline, the city was gorgeous, a gleaming marvel of architecture, no wonder so many people live here. Sometimes I wished I could just swing around and appreciate the view, but of course, I had a duty to fulfill.

However, during my swing session I noticed a poster on the wall of a building that caught my eye, curious, I broke my webline and clung to the wall it was stuck to and… well…

" _Wanted!_

 _5,000 gold pieces for the capture of the Vigilante known as "Spider-Man", he must be captured alive,_ "

Well ain't that a kick in the teeth? It seems somebody with deep pockets was kinda upset with me for some reason, at least they wanted me **alive** , but for what reason I had no clue, wasn't I helping people? However, a reading of the bottom of the poster only made me feel so much worse…

" _Signed, the Guardian Dragons of Warfang_ "

Fantastic, the guardians put a hit out on me, that's going to make going to school real awkward isn't it? But why though? I was **helping** Warfang! Wasn't I? Why would they want me captured? Is it because I'm making their guards look bad? Well maybe if they were better at their jobs I wouldn't have to upstage them! This was insane, but what could I do? They were the governing body of Warfang, not like I could just ask them nicely to stop.

 _ **THWEEN!**_

Thankfully my spider-sense was there, or else that arrow would have landed right in the back of my head! I looked all over to try to find out who it was that shot that arrow, but found no one, then even **more** arrows began to be fired, I dodged each one, but this was bad, this was definitely going to make getting to school on time quite difficult. "Hey! Watch where you're shooting those things! You could hurt somebody! Why don't you come out here and face me instead of taking cheap pot shots?" I called out, hoping to would draw the shooter out.

"Have it your way,"

Suddenly from out of nowhere I found myself tackled right off the wall, I didn't have time to look at his face, as I quickly fired a web shot to try to keep us from splattering on the ground. I tried to swing but my attacker cut the webline, sending us both into a hay bale. Great, I'm going to be picking hay out of my suit for weeks! However as I got out of the hay pile, I saw my attacker gearing up for a punch, it was a cheetah warrior, judging from his robes he was from the Valley of Avalar, what he was doing **here** I had no idea, I guess he came all the way to Warfang just to beat the crap out of me.

I managed to catch the cheetah's fist, "You make a habit of jumping heroes or am I a special case?" I asked before clocking him in the jaw with a right hook. I had to get out of this hay bale, I didn't do well in confined spaces.

However the second I tried, I just barely managed to get out of the way of a stabbing attempt by my feline adversary, "Terrador asked me to come here, now make this easier for the both of us and surrender," He said.

Oh great! Terrador got a hitman to take me out! A good one too, as it was quite hard for me to keep up with him, cheetahs from the valley were especially hardcore, they were practically bread from birth to be warriors, unlike the cheetahs in Warfang that were more… let's just say "domesticated", and it was clear that this one in particular knew his way around a fight, as he actually managed to block several of my attempts to hit him.

Thankfully, I finally managed to catch him with a kick to the stomach, getting him off of me and allowing me to escape the hay bale, "So who are you anyway? Terrador's personal assassin kitty? Does he also stroke your fur on lonely rainy evenings?" I quipped, trying to keep myself from freaking out over having an Avalar cheetah gunning for me.

However the cheetah managed to catch me before I got far, slamming me into a wall, "You could say I'm a personal friend of his," he said before elbowing me in the back, sending a shockwave of pain up my spine, "They call me the Hunter of Avalar, or "Hunter" for short," He added before tossing me to the ground.

I've heard of the Hunter of Avalar before, he was something of a legendary hero, having participated in the battle for Warfang during the latter stages of the war, rumor has it he was even personal friends with the purple dragon. But now he was kicking my ass, how swell. I tried to get up and catch him with a web shot, but he managed to deflect it with his bow. "Please tell me you have better tricks than **that** ," said Hunter.

Sadly no, I don't, relatively speaking, I was still pretty new to this, and none of the two bit crooks I've taken down have even come close in skill to Hunter. But I had to at least try, there was no outrunning him, so I had to try to stand my ground, "What do the guardians want with me? Haven't I been a good little spider?" I said, hoping to at least get some information out of him.

Hunter tried to catch me with a swing of his bow, but I managed to just barely dodge it, "Terrador didn't give specifics, but my guess is that he doesn't want vigilantes running amok in his city," He said.

Ah so it's a **dumb** reason, gotcha, I tried to catch him with a punch to the jaw, but he caught it, flipping me over and slamming me to the ground with a hard thud, "You're not very good at this fighting thing, are you?" Hunter asked me.

"Would you believe I'm kinda new at this whole hero thing?" I said before catching him in the jaw with a springboard kick, causing him to stagger back.

But Hunter was quickly back on the offensive, taking a few swipes at me with his knife, "That's a shame, I was hoping for a better challenge," He said before tripping me up with a sweeping kick, causing me to fall over again. I was spending a **lot** more time on my back than I'd like to. I tried to get up but Hunter pinned me down, knife to my throat, "Do yourself a favor Spider, yield," He snarled at me.

Perhaps giving up would be the smart choice? But I wasn't exactly prepared to go to dragon jail. So I monkey flipped him off of me, sending him into a wall, I quickly webbed him to the wall, "Do **me** a favor, and stay down," I said before swinging off.

That whole fight took up all of my patrol time, if I hurried I could make it to school before-

 _ **THWAM!**_

Dammit! It seems the webbing didn't hold Hunter as well as I thought it would, as I was sent crashing unceremoniously to the ground, "We're not done yet Spider-Man!" Hunter snarled. This was getting ridiculous! Just leave me alone man! I clocked him with an elbow to the head.

"Don't you have anything better to do than beat my face in? Like play with a ball of yarn or something?" I said, I was beginning to lose my patience with this guy, I wasn't about to get expelled just because dingus here doesn't know when to quit!

Hunter and I began to circle each other, like wolves around a kill, "The only one who prolongs this is you Spider-Man, just surrender and we can end this," He said. Yeah that's not an option for me and you know it!

I needed to get away from this guy, I was running out of time here! "Look, can we schedule? I have places I need to be right now!" I said, I doubted he would listen, but hey, it was worth a shot right?

Hunter shook his head, "Afraid not my friend," he said. Yeah I was afraid of that, and you're not my friend! I'd hesitate to even call you an acquaintance!

No choice it seemed, I'd have to knock him out or lose him somehow, "Alright kitty cat, you wanna take me down? Try to catch me first!" I said before web zipping away, I had to hope I was faster web swinging than he was on foot, I kept my eyes on him the whole time, he was effortlessly jumping between buildings, keep good pace with me, dude was a freak of nature I'd give him that much. Okay so was I, but you get my point!

I then noticed a potted plant sitting on the sill of one of the buildings, I quickly webbed it before throwing it right at Hunter, he didn't even see it coming and got blasted by it, dirt and broken pottery exploded as the cheetah warrior fell to the ground, I took the opening and quickly zipped into an alleyway.

I waited a good couple of minutes until I was absolutely sure I lost him. I breathed a sigh of relief, glad that was over, hopefully I could make it to class in time…

* * *

I watched as Spider-Man swung away, he was quite skilled despite his inexperience, I could continue my pursuit, but I got what I needed out of him for now, I figured it best to report to Terrador and prepare for our next encounter.

I brushed the dirt from my fur, I can't believe he actually caught me with that potted plant, he was resourceful I'd give him that, if not a bit undisciplined. It's funny, with enough training he would actually make a fine warrior, but Terrador was clear on what he wanted done with the boy, and for the sake of Warfang's safety, I would do just that…

* * *

 _ **Meanwhile…**_

* * *

My eyes fluttered open, weakly, I picked myself off the floor, my body felt different, altered, I must have passed out last night, all I remembered was searing pain, however when I saw my arm… I was at a loss for words.

My arms were covered all over by green feathers, thick and vibrant, I still had arms sort of, but with the green feathers they more resembled wings with human arms at the ends, my body felt stronger, as if I were younger, but much more than that, I felt like I could topple a mountain!

I moved towards the window on the second floor of my house, opening it, I wonder… I slowly began to step out of the window, sitting myself on the sill before I managed to work up the courage to throw myself off, I began to flap my arms, at first I thought I had just doomed myself to a swift end, not that it wouldn't be welcomed given how little I had left in life, but soon I realized I had taken flight, and it came so natural to me, like I had been doing it all my life!

It seemed that lunatic's potion had actually worked! I was now a man with the powers of a bird! I perched myself on the roof of my house, seeing that infernal school in the distance, knowing that runt of a fire dragon was probably in there now, gleefully going through his day, not even caring about the life he had helped to ruin yesterday! Well soon I would **make** him care! I'd make them **all** care! When **The Vulture** strikes they'll all PAY!

* * *

 **A/N: Old man Toomes never lets those kids have any fun!**

 **And yes, it is spelled Toomes, I have a comic that spells it that way at least.**


	6. Night of The Vulture

**Chapter 5: Night of The Vulture**

* * *

Getting to school was a trying effort, I kept looking over my shoulder just to make sure Hunter wasn't tailing me again, what was up with that guy anyway? More importantly, why were The Guardians targeting _me_? You'd think they'd be thankful I was using my powers to protect the city! But nooo… let's send a death cheetah to beat his face in, and while we're at it, let's put a 5'000 gold bounty on his head, just for laughs! Sometimes it really didn't pay to be a hero… ugh…

Anyway, now that I was in my Peter Parker clothes, I didn't have to worry about being jumped by Hunter anymore, no… just the usual gaggle of bullies and brutes. Thankfully I had managed to get into the school without incident, no Cyril there to chew my head off about being late this tame (thank the ancestors), just me and an empty hall.

Wow, maybe I actually made it to school on ti- "Nice of you to finally join us Mr. Parker!"

Dammit! So close… but yet so far, I slowly turned to see Terrador had found me, of course it had to be him right? The same dragon that put a hit out on my alter ego! "Peter? Are you alright? What happened to your eye?" He asked suddenly.

I put a hand to my face, sure enough, I had a nice fat shiner right over my left eye, of course Hunter had to leave some damage didn't he? "I uh… fell while on my way to school? Hit my head on a handrail," I lied, I could tell by the look on his face he didn't buy it, but what **could** I tell him? That his personal hit cat decked me in my stupid face?

Terrador shook his head, "Just get to class Peter, we'll discuss this later," He said, kind of an odd reaction there, but hey, best not look a gift horse in the mouth, I just headed for class, hoping to avoid any more questions I had no desire to answer.

* * *

Peter was a smart boy, but a terrible liar, I know a combat wound when I saw one, was he getting into fights with Flash again? Impossible, Flash was in class, I saw him in the halls earlier today. Come to think of it, Peter has been acting quite odd for the past few months, constantly disappearing and arriving late for class… could it be possible? No… Peter couldn't be Spider-Man, he wasn't a fighter, but yet… it would explain a lot, I'd have to keep an eye on him, I'd hate to think Peter Parker of all people could be a vigilante, but in my time I've learned to never dismiss a hunch.

"Terrador,"

I was almost startled by the sound of Hunter's voice, too lost in my own thoughts to notice the cheetah warrior come in, "Hello Hunter, I'm glad you got my message, have you encountered our vigilante yet?" I asked.

Hunter nodded, "He's quite skilled, but clearly inexperienced, he managed to get away from me though," he explained. So he has fought Spider-Man? That made me wonder…

"Hunter… I know this question may sound odd but… did you manage to land a blow to Spider-Man's left eye?" I asked, Hunter seemed understandably confused by the question, but it was something I needed to be sure of.

Hunter thought for a moment, "I think I may have landed a punch to his face yes, why do you ask?" He replied.

I looked in the direction Peter left in, making sure he wasn't there to hear it, "One of the students in the school arrived late to class with a black eye, he tried to get me to believe he got it falling over and hitting his head on a handrail," I explained.

Hunter seemed to get where I was going with this, "You suspect this student might be Spider-Man?" He asked, "It would make sense, he did sound quite young when I was fighting him," He added.

I didn't want to jump to conclusions, it wouldn't be right to punish Peter for something he may have not had a hand in doing, but it was also a possibility I couldn't ignore. "Keep quiet about it for now, I don't want to go after Peter unless we're completely sure he's who we're after," I said.

Hunter nodded, "I should also mention that your hunt for Spider-Man is not the only reason I come to you today," He said, "I ran into Spyro on my way here, he told me he was returning to Warfang soon, and wanted me to inform you of his arrival, he says hello by the way," He explained.

Spyro had left three months ago to visit with his dragonfly family in the swamps, something he had made a habit of doing ever since Malefor's defeat, his return was good news to hear, the temple felt empty without him around, and he had said he looked forward to seeing our progress on the school before leaving. I just hoped this Spider-Man business would be dealt with before he returned.

* * *

 _ **Meanwhile…**_

 _ **Lunch Hall...**_

* * *

"Wait wait… you fought THE Hunter of Avalar?! Dude is a legend! That's AWESOME!" Flame said excitedly, I personally was far less enthused, I didn't exactly find it very "awesome" to get my butt kicked by someone directly tied to the Purple Dragon.

I shook my head, "Yeah well the black eye I got begs to differ, I can't believe the Guardians are gunning for me! They put a 5,000 gold bounty on my head!" I said, hoping Flame would get why this was less cool to me as it was to him.

Flame to my horror, began to puzzle over something, "I could do a lot with 5,000 gold..." he said to himself, oh that's real nice Flame! Some friend _you_ turned out to be!

"Please tell me you aren't considering turning me in for my bounty," I said dryly.

Flame laughed, "Nah, I wouldn't do that to you, you're like… my only friend," He said, man… that was kinda sad when you really stopped to think about it. "It'll blow over eventually, you just need to get the guardians to see you're one of the good guys!" He suggested.

I sighed, "How would I do that? I'm already webbing up cooks and rescuing cats from trees! What else could I possibly do?" I asked. However the bell rang and it was time to leave for our next classes.

Flame stood up, "Well, I've gotta head to dragon training, hope everything works out for you Pete," He said before scampering off, yeah… I do too…

* * *

 _ **Meanwhile…**_

* * *

I had made my preparations, I had packed several sticks of dynamite, an old set of plate armor for my torso and head from back during my fighting days, I was ready to hit that infernal school, a standing monument to everything wrong with dragon society! For as long as humanity has existed we'd been under the thumb of someone, be it the ape king or the dragons of Warfang, we were always taking commands from someone, well not anymore... as The Vulture, I would strike the first blow for humanity against the dragons, and make that little fire dragon pay for costing me my job while I was at it.

I moved myself onto the sill of my window, the school well within my sights, knowing that by the end of today, everyone would remember my name...

* * *

 _ **Later…**_

 _ **Dragon Dojo…**_

* * *

Man, I felt bad for poor Pete, I don't get why the guardians would be so mad about Spider-Man, I mean, you'd think they'd _want_ someone like him to use his powers to kick bad guy butt? But I guess not.

I stepped into the dojo, the usual mocking jeers greeted me, "Gee, I wonder how long it will take Flame to blow himself up this time?" One dragon said to his idiot friend who laughed.

I said nothing, like usual, soon we were joined in the room by Terrador, "Okay everyone," Boomed Terrador, "Pair up with a partner, we're going to be practicing one on one combat today," He added. I always hated one on one training, it always ended with me on the floor and my opponent laughing his tail off.

Soon the usual happened, and everyone got a sparing partner but me, you'd think people would pair up with me if nothing else but then for an easy win, but I guess not. "Alright, once everyone has a partner, line up around the center of the dojo-" Terrador began to instruct us, but he never got to finish before suddenly…

 _ **KABOOM!**_

The wall suddenly exploded, Terrador found himself covered in rubble as the rest of us stared in terror, someone was attacking the dojo! "I'm sorry kids, but training class is canceled! We all looked to see some guy in green fly in, he was dressed in green plate armor and strangely had green feathered wings on each arm, his feet were misshapen to the point that they resembled talons, but the face is what caught my attention, it didn't take much to realize that it was the old cleaner from yesterday.

The old man flew over to the doorway, "And I fear that **none** of you will be leaving either!" He said before sticking something to the door frame and flying back, another explosion went off and the doorway crumbled, blocking the exit.

The old man then turned towards us, "Now… before I slaughter each and every one of you, there's a specific little dragon I owe a little payback, I know he's in here!" He said, I gulped, knowing he meant me, it didn't take long for him to spot me either, "There you are!" He said, before I could even react he scooped me off the ground like an owl would a mouse, his talons digging into my ribs, "You RUINED me! I needed that job! But you just had to go and ruin it all you no good lizard!" he spat.

Hey! You were the one who exploded on me! All I did was accidentally spill your stupid bucket! "But now… now you pay! And no one's coming to save you this time!" He said, I found it getting harder and harder to keep from passing out, the pain was immense, almost blinding, if this went on any longer I wouldn't make it. I tried to blow my fire breath, roast the jerk alive, but the pain only allowed me a tiny little spark, causing the old man to laugh, "What's wrong dragon? In too much pain to use your breath element? How unfortunate for you," He cackled.

Peter... where are you?

* * *

 _ **Meanwhile…**_

* * *

The second I heard the explosion everyone had whipped themselves into a panic, screams sounded, students of all races burst out from their classrooms, even the staff were scrambling for safety.

Cyril and Volteer were trying to round everyone up outside of the school, this unfortunately included me, I couldn't seem to escape the crowd and change into Spider-Man, not with two thirds of the guardians watching me like a hawk. "Everyone remain calm! We'll have the situation under control soon enough!" Cyril instructed everyone.

I have to get out of here, despite Cyril's claims I doubted they **did** have the situation under control, I could see the smoke bellowing from the hole in the Dragon Dojo, and it was obvious from Volteer's expression that at least **he** was panicked.

I slowly moved backwards, trying to use the crowd to hide myself, I had to reach a point where I could zip up and grab my costume, I managed to move myself behind a statue and wasted no time climbing it, being mindful to keep myself hidden as I did so.

Thankfully, this happened to be where I hid my costume, webbed right to the back of the statue's head, I ripped it from it's spot and began changing, I had to be quick, who knows how bad the situation in there was getting. One costume change later and I leaped backwards, I needed to look like I was swinging in from elsewhere so no one suspected anything, I landed myself on a nearby building, "Alright… time to do your hero thing Spidey," I said to myself.

* * *

Keeping the students calm was quite difficult given the circumstances, not helped by the fact that I was growing more and more worried for Terrador, he had been in the Dragon Dojo when the explosion occurred, I knew my friend to me quite strong, but something in my gut told me he was in far more danger than I think even Cyril realized.

However, I noticed something approaching the temple, swinging from some kind of rope, the figure drew in closer revealing that it was a human in a red and black costume, swinging by strands of silver web, Cyril and I came to the same realization as to who this figure was, the black spider emblem on his chest only solidified the assertion. This was Spider-Man, it had to be, but why was he here?

Spider-Man spoke not a word, instantly making a leap straight to the hole in the dragon dojo, perching himself just outside of it, possibly surveying the situation before jumping in.

Cyril seemed to instantly forget that we were supposed to be keeping the students calm, storming up to me, "What is that lunatic doing here?!" he snapped.

I rolled my eyes, "Cyril, now is not the time! Keep an eye on the children," I told him, Cyril seemed offended by my statement, but reluctantly went back to the students.

I hoped to the ancestors themselves that Spider-Man was doing what I thought he was doing…

* * *

I surveyed the area, trying to keep myself out of sight, I didn't want to engage until I knew exactly what I was dealing with. The students were all huddled into a corner of the room, the only exit blocked off by a pile of rubble, sure they could just fly out, but I doubt their flying captor would have allowed it, that and the hole above the rubble wasn't big enough to fit them through, besides, they were all too spooked to think of it, they were just kids, some of them barely old enough **to** fly.

I noticed Terrador pinned under a pile of rubble, he wasn't moving which wasn't a good sign, blood trickling from his mouth. The attacker was currently airborne, clasping one of the dragons in his talons, upon further examination, I recognized the dragon as Flame, of all the dragons it could have been, it had to be Flame right? I couldn't make out the face of the attacker though, as he was facing **away** from me, all I could see was that he was in green armor, and strangely had green feathered wings, weird.

With the area surveyed, it was time to make my entrance, "Uh excuse me, do I have to make my own hole or can I just enter through this one?" I asked jokingly, these kids were terrified, my usual comedy routine might just be able to calm them down a little while I took this guy down.

The bird man quickly turned, revealing a face I recognized, it was the cleaner from yesterday! But what was he doing here? And why was he suddenly a bird man?! "What the?! Who are you?! Get out of here! This has nothing to do with you!" He snarled at me.

I jumped through the hole, "Aw come on bird boy, don't be such a sour puss! I'm just here to admire your giant nose, I bet you could cut carrots with that thing!" I quipped.

That did it, he was mad now, violently tossing Flame aside, he hit the floor hard, grunting as he made impact with the floor, letting me know he was at least still alive. "I will not have some smart mouth little brat in a mask interfere with my revenge!" The man said before taking a swipe at me, I barely managed to get out of the way in time. "Hold still!" The old man protested.

I managed to sock him right in the jaw, "What's your problem with the dragons anyway? Jealous their wings are more awesome than yours? I don't blame you, those things are **killer** ," I joked, trying to get some info out of him. However the bird man managed to catch me off guard, snagging my neck in one of his talons and slamming me into the far wall.

"These glorified lizards have this coming! Their kind nearly brings about the extermination of every creature in this realm! But yet we continue to praise them as paragons of virtue! Well, I'm putting an end to it today!" He said.

Oh nice, good to know he's still racist, "So you decided to murder a bunch of kids? Failing to see how **they're** the badguys in this scenario," I said, punching him in the face, causing him to release his grip on my throat. I coughed a little, man for an old guy, he has a surprisingly good grip! "You wanna complain? Try bringing it up at the next city meeting!" I added before swinging off the wall, I needed to keep myself mobile, couldn't risk him getting me with those talons.

However, bird boy managed to tag me in the back with a drop kick, sending me crashing to the floor, pain shot up from my stomach, spreading to the rest of my body in one very unpleasant wave of pain. "They're **all** guilty! These beasts rule over us all despite the blood of the dark master's victims being on THEIR hands! They'll all pay for their arrogance with the lives of their children!" He spat.

This guy was nuts! "I wasn't exactly around for the whole Dark Master thing, but I'm pretty sure the dragons were **also** on his hit list! I saw a mole try to steal a watermelon the other day, that doesn't mean every mole is a dirty melon thief you maniac!" I snapped back.

The bird man began taking swipes at me with his finger nails, which, of course, were sharp as hell too, because why not? I managed to dodge a few swipes, but he managed to get one lucky swipe, tearing through my costume like it were wet paper, "AGH! DUDE! Do you **know** how much these Spider-Suits cost?! You don't see **me** messing up **your** stupid outfit!" I yelled in feigned anger, I knew I'd have to fix the suit later, but that was the furthest thing from my mind right now, I needed to take this guy down before he hurt someone, I mean… other than me… and Terrador… and Flame… okay, before he hurts any **more** people!

The bird man knocked me down with a huge backhand, "Do you **ever** shut up you little freak?! Who even **are** you?!" He yelled.

I quickly got back to my feet, "First off, **I'm** the freak?! I'm not the one with the hideous mutant green wings, second, I'm Spider-Man, nice to meet you… whatever your name is," I said before snagging his wings with two web lines.

However, the old man snapped them like twigs, "I AM THE VULTURE!" He screamed, oh great he has an alias too now, I guess I started a trend or something. "You think you can save these worthless creatures Spider-Man? They who wouldn't lift a claw to save you?!" He said.

I shook my head, "It's not about that, someone has to stand between the innocent and crazed lunatics like you!" I snapped back.

Vulture took flight again, this time swooping down and tackling be, taking me for a ride. "No dragon is innocent! They're all guilty! Every single one!" He screamed before slamming my back into a wall.

I could taste the blood beginning to rush to my mouth, man was this old fart strong! But I couldn't give up! These kids were depending on me! What **was** this guy though? How'd he get **wings**?! That's not exactly something you can get at your local vendor. "So where did you get those wings Vulture? I'm asking for a friend," I asked.

The Vulture just slapped me across the face, "That's none of your business you little twerp!" He snarled, oh so I'm a twerp now? I thought I was a freak? Whatever, one kick to the gut and Vulture was sent flying backwards.

I wasted no time, I needed to keep on him, keep him from regaining his composure, "Aw come on, you can't share with me? After all we've been through together?" I quipped, more to get under his skin than to actually get information out of him, not that I wouldn't like to know how he went from school cleaner to winged villain of death overnight.

I managed to swing into him, but he caught me and dive bombed into the ground, forcing me to take the full impact, the hit knocking the wind right out of my lungs. "Just die you little creep! DIE!" he growled, repeatedly punching me right in my stupid face, I normally would have been able to dodge the shots easily, but I was so out of it right now I could barely move.

Once Vulture was satisfied, he got up, "Now… back to what I was doing before that irritating pest butted in," He said before walking over to the unconscious Flame, picking him up by the neck, "If I can't kill the rest of you, I can at least kill **you**!" He said before flying off.

I tried to will myself to my feet, but my body was far too beaten, I couldn't even open my eyes! But I couldn't let him kill Flame! He was like, the only friend in the world I had right now! Come on Spidey! Get up!

I slowly managed to get my eyes open, only to be met with the faces of several young dragons, "Is he okay?" one asked.

"He was just trying to protect us! How could he do that to him?"

"Get up Spider-Man!"

"You gotta stop him before he hurts Flame!"

"Someone help him up!"

I felt myself being lifted off the ground, the little dragons were actually trying to help me up! It was touching in a way, I guess while the Guardians saw me as a menace, the younger dragons saw me for what I was, a hero just trying to make everyone safe. Pain still rumbled throughout my body as it was lifted from the ground, but through sheer force of will, combined with the help from the young dragons, I was able to stand myself up.

I took a moment to regain my barrings, my head was still spinning, pain rupturing through every pore of my body. I felt something cool brushing against my back, I turned to see a little ice dragon blowing his breath against my back, trying to soothe the pain a bit, "Are you okay Spider-Man?" Another little dragon asked me.

I gave him a nod, "Y… yeah, I'll be okay, thanks for the assist… now… I gotta stop Vulture before he kills that dragon!" I said before shooting a web line, hopefully Vulture didn't get too far with Flame while I was out.

"Go Spidey go!"

"Knock his stupid nose off!"

The cheers of the young dragons soon faded as I bounded out of the hole, I scanned the area, noticing everyone outside was staring upwards, I looked in the direction they were looking, and sure enough, there Vulture was, standing on the roof of the academy, Flame hoisted above his head like a trophy, "Look Guardians! Look and see the beginning of the end of your stupid little school! With the death of this dragon, I strike the first blow against your foul kind!" Vulture cried.

Man was this guy full of himself or what? I quickly moved myself up the roof, I could hear the frightened cries of the students who watched in horror as Vulture threatened to drop poor Flame, "You won't get away with this Toomes! When I get up there, being fired will be the least of your worries!" I heard Cyril call.

Vulture seemed unfazed by the ice guardian's threat, "A shame you won't be coming up here dragon! If I even suspect one of you flying vermin are trying to be a hero, I'll drop this young one right onto the stone horns of that worthless tribute to your false hero!" He threatened, referring to the dragon statue that sat just outside the school, which was supposedly of the Purple Dragon himself.

I had to be extra careful in my approach, he spots me Flame is good as gone. I slowly got into range, using what ever I could to hide myself from Vulture's sight before quickly firing a web right at Flame, yanking him right out of Vulture's hands. "What?! How-" questioned Vulture.

I quickly caught Flame in my arms, he was thankfully still breathing, but out cold, "Aw come on Vulture, that is **not** how you entertain a crowd! You gotta open up with a piffy one liner before threatening to drop an innocent dragon off a building! It really helps break the ice," I joked.

Vulture roared in disapproval, "Why won't you just DIE you miserable little brat?!" He growled, swooping in to try to take another shot at me. I managed to dodge the attack, I couldn't fight Vulture with Flame in my arms, I had to find someone to hold him for me.

I gently tossed the unconscious dragon at Cyril, "Hey Frosty, hold onto this one for me would you? I have a very crabby bird man to punch," I said, Cyril caught him, being sure to give me a death glare as he did so, with Flame safe, I could focus on-

 _ **WHACK!**_

Dammit! You'd think with my Spider-Sense I'd see these sort of things coming, but nope, I was so distracted with Flame I let Vulture tag me from behind, my back still being sore from earlier didn't exactly help matters. I tumbled across the temple roof, managing to just barely catch myself before plummeting off the structure, "You just have to keep meddling don't you Spider-Man?! You've cost me my revenge one too many times! You want to die with these pathetic creatures so badly? So BE IT!" The Vulture shouted, before trying to stomp me with his foot.

I managed to roll myself out of the way before he could though, getting him right in the face with a web ball, "Aw come on birdy! Don't get so mad! For what it's worth, I really do enjoy our time together," I joked.

With him temporarily blinded by my webbing, I was able to score several good shots to his dumb face, but he soon managed to tear the webbing from his face, and blew me back with a simple beat of his wings, the wind created from it sent me tumbling right into a pillar, "I have had more than enough of you Spider-Man! Just do us a favor and DIE!" He yelled.

"Aw that's no fun," I said before webbing his feet together, then pulling his legs out from under him, he hit the ground with a loud thud, I wasted no time capitalizing, delivering a few rapid punches to his face, then webbing up, "How's about you just hang out instead," I joked before kicking him off the roof, attaching a strand of web to him, leaving him dangling off the roof like a chandelier.

Finally, the Vulture was down, now I just needed to free Terrador and my job would be complete! I heard the students applaud as I left, but I had no time to enjoy the admiration, I've already left Terrador trapped long enough, I came back into the dojo to see the young dragons already working on freeing the Earth Guardian.

I hopped onto the floor, "Need a hand?" I asked, with my super strength I might just be able to get Terrador out, I grabbed him by the horns, man I hope I didn't end up ripping the poor guy's horns off, that would make saving his life a tad more difficult, I began to pull, two young dragons moving the rocks on top of him to help me along.

Eventually, I managed to drag the hulking dragon out from the rubble, he was still out cold, but I could see his belly rising and falling, letting me know he was at least still breathing.

Now to free the kids from this room, I quickly moved towards the pile of rubble blocking the exit, no time to do this fancy, I shot several webs around each rock that blocked the exit and began to pull, eventually I managed to get them loose, allowing for the young dragons to escape.

I couldn't help but flop onto the floor as the kids rushed out of the school, I did it! I managed to stop Vulture and save everyone, not bad for some human kid in a silly costume. I couldn't resist cheering, I had expected that whole thing to go much worse than it actually did!

"Sp… Spider-Man?"

My little moment of victory came to a screeching halt when I heard Terrador's voice speak my name, I turned to see him still laying there, but his head turned in my direction, he was still quite out of it though, I cautiously moved in closer, knowing full well this dragon had sent Hunter after me earlier, "You alright? Can you move?" I asked.

Terrador winced, "I think my leg's broken… along with several ribs" He said, yeah there's no way he was moving on his own power, I had to carry him out, and considering he was a very bulky dragon, that was going to be difficult. I had to be careful not to irritate his injuries when picking him up too, I got under him, using my legs to lift him enough for me to carry him.

Man was he a heavy boy, even with my spider strength I still struggled to move him. But I kept going, slowly dragging him out of the temple, "Wh… why? Why help me?… we put a bounty on your head..." Terrador asked me.

He had a point, why **was** I helping him? I doubt it'd change anything, but then again that's not what this was about, I was just doing what was right, not what was convenient for me, "Do I have to have a reason? I help anyone who needs it, even if they sent a killer cheetah after me," I said.

Eventually, I managed to get Terrador out front to his waiting friends, "He's a little worse for ware, but otherwise he'll be fine," I said before letting him down gently. Man, was I beat… both figuratively and literally. I felt like collapsing right then and there, but I knew if I stayed too long I'd end up in a jail cell.

Volteer rushed to Terrador's side, checking him over, he then turned to me, "Thank you Spider-Man, and between you and me… I appreciate what you're doing," He said, did… did he really just say that? Well, at least one of the guardians liked me, that had to count for something right? "You'd best get out of here before Cyril tries to have you locked up," He then suggested.

Yeah, that was a good idea actually, so I swung off, leaving a wail of cheers behind me, man was that insane, but I managed to save the day at least, that had to count for something right?

I mean, I managed to beat the bad guy, save my best friend, protect the young dragons, save freaking Terrador! And learned I have at least one guardian in my corner. I'd say that was quite a successful outing… ow… I doubt anyone would mind if I passed out here for a while… just a little bit… ugh…

* * *

 _ **Meanwhile…**_

* * *

Toomes failed, he hadn't even managed to pick even one of those infernal dragons off, Spider-Man's involvement had completely ruined the whole attack, Toomes himself had become too consumed with his desire for revenge to properly deal with Spider-Man, I'd have to think more carefully with my next creature…

* * *

 **A/N: And so our hero was able to stop The Vulture, but what else does our mysterious cloaked man have up his sleeve for our beloved web slinger? Stay tuned!**


	7. The Purple Dragon

**Chapter 6: The Purple Dragon**

* * *

It had been a trying couple of days, Vultures attack on the temple still brought much horror to my mind, despite the fact no one had perished in the attack, the idea that we had even come **close** to losing the young dragons of Warfang haunted me, hell I myself was nearly killed in the attack, if not for Spider-Man's intervention.

That by the way, was yet another element of the attack that weighed heavy on my mind, I still didn't understand why he would rescue me, my guardian brothers and I had placed a bounty on the man's head (a suggestion of Cyril's actually, but I agreed to it,) He was also not ignorant of the fact I sent Hunter after him, as he mentioned it while carrying me out of the ruined dojo. But yet despite all of that, he still pulled me from the rubble, he still dragged me out of the temple and into the waiting arms of my fellow guardians, allowing our healer to tend to my injuries before they claimed my life.

In a strange way, I owed Spider-Man my life, but his actions still puzzled me, his explanation only compounded my confusion.

" _Do I need a reason? I help anyone who needs it..."_

He said it like I had asked a stupid question, like I was foolish for even assuming he would hesitate to aid me, I didn't understand it, if I were in his place I would have left me to die, perhaps I was hasty in branding Spider-Man an outlaw? Maybe Volteer's belief that he simply wished to bring peace and safety to our city was correct after all?

The young dragons have seemed to have taken a liking to him, I've seen several running around in replica masks sold by opportunistic merchants looking to peddle cheap cloth resembling a masked vigilante's face. Others shared tales of their experience with the children of other races, grandiose, almost romanticized tales of the brave Spider-Man who threw down the evil Vulture.

In a weird sort of way, I respected him for standing between The Vulture and the innocent children he threatened, but yet he was still an outlaw, a threat to the balance of Warfang itself.

The experience in the dojo had torn me, before then my mind was made up about the Spider-Man, he was a threat that needed to be dealt with, just as the apes, Malefor, and countless other evils had been. But now I was not so sure, would it be right to imprison someone for the crime of using his unique gifts to help those who could not help themselves? What would the young dragons think of me? The guardian who locked up their hero like a common criminal?

It was this sort of thing that made me miss Ignitus the most, he always had the answers regardless of how dire the situation, even during the temple raid it was he who managed to save but one egg, the egg that we would learn far later would birth Spyro. I knew that he would know what to do with Spider-Man, but alas, my dear friend had perished in the belt of fire so many years ago… another body to add to the millions slain by Malefor.

"You know, you shouldn't be out walking about,"

I jumped, too lost in my own thoughts to notice my dear friend Cyril sneak up on me, "How are your injuries?" He then asked me, Cyril may sometimes come off a bit snobbish, but he did care about Volteer and I, so his concern was unsurprising.

I rolled my eyes none the less, I was never one to admit when I was hurt, I had a warrior's pride after all, "I'm fine Cyril, honestly I'm more embarrassed I had to rely on a masked vigilante to save me when I should have been able to save myself," I said.

Cyril scoffed at the very mention of Spider-Man, "That menace is good for something at least, although if you ask me he only rescued you in hopes it would lift the bounty on his head," He said, I found that surprisingly hard to swallow, something about the way Spider-Man spoke to me told me he was saving me in spite of the bounty not because of it.

But I knew better than to argue with him, Cyril had made his mind up about Spider-Man the day he appeared. "But never mind that masked miscreant, I hear word our friend Spyro has been spotted near Warfang, he should be here any minute now," He told me.

I found myself slightly relieved hearing this, as if Spyro's return was a harbinger of a return to normalcy after three months of Spider-Men and Vultures, but I knew better than to assume his return would change the current problem that loomed over us. "I'm sure Cynder is thrilled to hear of his return," I said half jokingly.

Ever since their battle with Malefor, Spyro and Cynder seemed inseparable, I guess the two had formed a bond after having spent so long chained together. Cynder had made herself scarce since Spyro left, preferring to be by herself for reasons I knew better than to pry for.

Cyril snickered, "Is it too much to hope the presence of the Purple Dragon will scare off that masked maniac?" He asked, I doubted Spyro would go after Spider-Man, Spyro despite his power and having aged nearly a decade since we first met, was very naive and a trifle too trusting. I believed he would assume the best and wish to make friends with what would seem to him as another hero. No I believed Spyro would only serve to complicate the Spider-Man problem even more.

I do wonder though, where Spider-Man is now? I hadn't seen any sign of him since The Vulture attacked. I knew better than to think he would have quit after his fight with Vulture, no… he was probably emboldened by such a victory…

* * *

 _ **Meanwhile…**_

* * *

You know, sometimes I think maybe Spider-Man was a mistake… that was all I could think of as I swung after a rouge pigeon, why was I chasing this flying rat? Because some mole just couldn't go on without his precious messenger bird! So here I was, the Amazing Spider-Man, being lead all over Warfang by some bird! "Come on you stupid pigeon! You can't keep this up all day!" I called to the bird as if it could even understand what I was saying.

This stupid bird was beginning to try my patience, I'd been chasing this stupid thing all over the city for what felt like hours! What a brilliant use of my unique gift right? If I could just get a little closer, I could snag it with a webline and end this stupid chase! But dammit, this thing was just way too fast for ol' web head!

The bird flew into one of the windows of the dragon temple, of course it goes to the one place where I'm least welcome right? I mean, maybe saving Terrador would help my standings with The Guardians a little bit, but I wasn't exactly eager to test that theory. But I had to get the stupid pigeon so in I go!

I zipped through the window, finding myself into the main chambers of the temple, I could see the pool of visions in the center of the room, but murky pools of vision water was not why I was here, no… the brain dead bird that currently flew uselessly around the temple chambers was my main target.

I made a quick leap for the thing, only managing to remind it that it shouldn't fly in circles if it wanted to lose me and it flew through the hallway. I swung after it, hoping to myself that I wouldn't run into Terrador or worse, Cyril here.

No such luck I'm afraid, as the pigeon, for whatever reason, had decided it was a good idea to pester the old Ice Guardian like a mosquito. "Gagh! Get away from me you flying pest! SHOO!" He said, uselessly swatting at the dim witted bird. I had to fight back a hearty laugh at the goofy situation I currently bore witness to.

I still had to get the dumb bird, and Cyril was distracting it enough for me to catch it by surprise, "Hey Frosty! How's my number one fan these days?"I said as I snatched the bird in my hands, said bird struggling uselessly to free itself.

Cyril growled, "Speaking of pests… what are you doing here Spider-Man?" He growled, you know, it's funny how I was always so intimidated by Cyril as Peter Parker, but as Spider-Man? I couldn't help but push his buttons.

"Aw, keep talking like that Cyril and I might start to think you don't like me," I said, I could see Cyril's face twitch in anger, I had no earthly idea why he hated me so much, but boy, was it fun to rile him up sometimes.

Suddenly Cyril shot an ice blast at me, I just barely managed to get out of the way before I became a Spidey-cicle! Okay, maybe antagonizing the ice guardian wasn't the best idea in fairness, "GET OUT OF MY TEMPLE YOU NO GOOD MENACE!" He screamed at me.

Better get out of here before Cyril freezes me solid, "As always it's a delight speaking with you, I'll see you around ice butt, and say hi to rocky for me!" I said jokingly before leaping out through the window. I could hear Cyril's enraged roar echo from the temple as I made my exit.

Maybe now I could return this stupid bird to his owner and call it a day, there wasn't much in the way of crime today, I guess the whole Vulture thing still had the city pretty shaken, Warfang hadn't had an attack on that level since Malefor bit the dust, so I'd imagine the criminal element were all spooked solid right now.

After returning the bird to his owner, I began to swing to where I left my civilian clothes, after that whole chase I was done being Spider-Man for today, at least I got to mess with Cyril a bit, that was always a good time.

However, on my way home I noticed a shadow pass by, curious, I perched myself on the nearest building and turned to see what it was that had just flew overhead. My eyes went wide as I saw the dragon that currently flew in the direction of the Dragon Temple.

Even from where I was I could tell it wasn't just a dragon, but **the** dragon. The **purple** dragon, I'd never seen him in person before, but he was already too far away for me to see much detail. Thinking of it, I was kinda surprised I hadn't ran into him before, especially during the whole thing with The Vulture.

The dragon geek in me was shrieking in delight regardless, I had always dreamed of meeting the purple dragon since I was little, but I figured a dragon of that caliber had better things to do than waste his time with nobodies in tights like me, so I swung off to change back into Peter Parker… Aunt May could probably use some help at the shop anyway…

* * *

 _ **Meanwhile…**_

* * *

It felt good to be home again, as much as I loved visiting with my foster family in the swamps, I still loved being in Warfang, the end of the war had done a lot to change the once ruined city into a gleaming utopia. However, maybe I spoke too soon as I noticed a giant gaping hole in the dragon dojo, currently being patched up by moles. I figured maybe one of the young dragons had accidentally blasted a hole in the wall and disregarded it.

It didn't take me long to find an all too familiar black dragoness standing outside the temple waiting for me, "Welcome back Spyro," greeted Cynder as I landed in front of her. "I take it your foster family is well?" She asked me as we walked into the temple.

I chuckled, "Yeah, nothing much happens in that swamp, but it's always good to check in on them anyway," I said, "How were things while I was gone? I couldn't help but notice the giant hole in the temple, a training session get out of control or something?" I asked.

Cynder thought for a moment, as if trying to figure out what I meant before realizing it and answering, "Oh that? We had a bit of an… incident yesterday, an attack on the temple," she said.

An attack? By who? And why? "By who exactly?" I asked.

Cynder shook her head, "I was in my living quarters at the time, but Terrador told me it was some guy calling himself "The Vulture"," She explained.

The Vulture? I couldn't help but picture a giant bird terrorizing the temple, the image was too goofy to be real, "What happened? Did the Guardians get him?" I asked.

Cynder shook her head, "No, but someone else did, some new vigilante that started showing up a little bit after you left, what was it that Terrador called him again? "Spider-Something..." She pondered.

A vigilante? Never expected Warfang of all places to have one of those, but if he managed to save the temple then he couldn't be all that bad right?

Suddenly we stumbled upon Cyril, who was currently grumbling to himself, "Hey Cyril," I greeted simply, I was a bit curious as to what it was that currently had him so riled.

"Blasted Spider-Man!" Cyril muttered to himself, completely ignoring me and Cynder, "Who does that masked freak think he is anyway! Mocking **me**!" He continued to rant until he finally noticed Cynder and I were in the room, Cyril quickly cleared his throat, "Hello Cynder, Spyro, good to see you back home at last," He said.

I noticed a bit of the ceiling was currently covered in ice for some reason, "Something… happen here I should know about?" I asked.

Then… oh ancestors… "IT'S THAT BLASTED SPIDER-MAN! He broke into the temple for ancestors know what reason! That man is nothing but a crook! A menace!" Cyril began to rant and rave.

Cynder and I could only stand there awkwardly as the ice guardian began to ramble about how horrible Spider-Man apparently was. Whatever this Spider-Man guy did to get Cyril this riled up I'd never know. "That masked fiend has this whole city fooled! All these children running around wearing replicas of his mask! People singing his praises for saving the temple, why… soon they may even make a musical of the menace! A chorus line of dancing Spider-Men!" Cyril continued to rant.

I blinked, "Uh… Cyril? You okay?" I asked awkwardly, Cyril stood and blinked for a moment, Cyril has always been a bit high strung, but I've never seen him quite **this** bad before, it was as if this Spider-Man guy brought out the worst in Cyril or something.

Cyril collected himself, "I'm sorry about that, a dragon of my stature should learn to control his temper better than that," he apologized. "It's just this vigilante has been driving me up a wall, he comes around on his little spider web, thinking himself some kind of hero or something, trampling all over the order my fellow guardians and I work so hard to maintain! It's madness!" He explained.

This Spider-Man character seemed to be bothering Cyril quite a bit, I mean, a vigilante was rarely a good thing, but a part of me appreciated someone trying to help make things better for Warfang. I mean, there was only so much even **I** could do on my own, having someone else out there looking after things was nice. "I don't know, maybe he's just trying to help?" I suggested.

Cyril rolled his eyes, "Ancestors sake… not **you** too! You sound just like Volteer! "Oh just give him a chance Cyril! You're being too judgmental Cyril!" Bah! I didn't work as hard as I did to become a guardian just to have some mutant freak in red tights come in and think he can do my job for me!" He said.

I would have mentioned that he probably **was** being a bit too judgmental, but I knew that would only make him **more** upset. "Sorry, lost my temper again..." He said, trying to calm himself down, "If you two don't mind, I think I need to rest a little… it was good seeing you again Spyro," He said before leaving.

I looked to Cynder, "What do **you** make of Spider-Man? Cyril seems to think he's some kind of menace to society or something," I asked, part of me understood Cyril's worries, after all, vigilantes weren't like guards, they didn't have to answer to anyone but themselves, making them hard to trust, but I also didn't want to bring the hammer down on someone who, from the looks of things, just wanted to help.

Cynder shrugged, "I think Cyril's overreacting, I'm just glad that someone with powers like **that** is on our side," She said. Her reasoning was solid, if not a bit blunt. Someone strong enough to fight off someone like Vulture was a good thing to have on the side of good.

But this only brought more questions, "What do you mean by "powers like that"?" I asked, Cyril had referred to him as a "mutant freak", but I just assumed he was being facetious.

"Well, there is a reason he calls himself "Spider-Man" Spyro, Terrador says he sticks to walls, spins webs, and is far stronger than any regular human, Terrador even told me he managed to carry Terrador out of the temple by himself," She elaborated.

This only made me more worried, how did a **human** manage to get spider like powers? Not to mention, if he was strong enough to carry **Terrador** of all dragons, that didn't bode well if he **did** turn on us. I felt like there was more to this than what was on the surface, like there was something else to this than an unusually powerful human. I just couldn't quite see it yet…

"I think I'm going to have a look around the city for a bit, it's been a while and I want to re-familiarize myself with Warfang," I said, making my leave, Cynder seemed confused but agreed and I left the temple… I wonder where this "Spider-Man" is now.

* * *

 _ **Meanwhile…**_

* * *

Making my way home went quicker than I expected, I was still kinda surprised my patrol had yielded less than it usually did, typically I ran into at least one thief or mugger-

"HELP!"

And right on cue, I swear it's like these criminals know I'm trying to get somewhere and choose to do crime right then just to mess with me! With a frustrated groan I changed course, one more crime and then I'm calling it a day!

I perched myself on a nearby building, "Give me the gold lady!" Said the mugger, cornering a human woman, "I said GIVE IT!" he roared, making a grab for her bag of gold pieces.

I shook my head, "These guys… I swear," I said to myself before landing right behind the mugger, "Excuse me good sir, I was wondering if you would be interested in some free webbing for your face?" I said, shooting him right in the face with my webs.

The mugger growled as he tried to tear the webbing from his face. "I must say, that's a very good look for you, a real fashion statement, it says, "Hey, I might be a ruthless mugger who picks on the weak and helpless, but I have a style all my own!" Really bold I must say," I joked. The mugger took a blind swing right at me, easily dodged. "Aw ya missed, want another go? I'm sure you'll get me this time," I joked.

The mugger was getting really frustrated, I could tell by how violently he was trying to punch me, but he's sadly no match for my spider speed, "Come on punchy! Show that air who's boss!" I said.

I could keep this up all day, but it was probably better just to take him down now and save him the embarrassment. One strong roundhouse kick to the dome and he was down for the count. I turned to his would be victim, "Tada! No need to thank me, 'twas my pleasure," I said with an elegant bow.

The woman just sort of… stared at me for an awkward couple of seconds before running off, "Get away from me you **freak**!" she screamed as she did so.

I raised an eyebrow, "You know, it's that kind of quality interaction that makes this job **so** worth it," I said to myself. I went to make my usual exit, but then I noticed something out of the corner of my eye.

Up there, on the roof of a nearby building, was a dragon, just sort of sitting there, **watching** me. The dragon looked to be a young adult, two yellow horns that formed a lightening bold shape jutted out of both sides of his skull, with two smaller horns underneath. He had orange and yellow head fins that sort of spiked at the front, and a small one growing from his chin like a goatee, his wings were yellow with orange membrane. But all of that didn't quite compare to his **color**.

He was **purple**.

The dragon quickly flew off the second he noticed I spotted him, flying off so fast it even startled me! W… was he **watching** me? I never thought in a million years a dragon like **him** would ever notice a nobody like me, so much so it felt the need to **spy** on me.

It took me a minute to come over the shock, yeah I think that's enough Spider-Man-ing for today. I began to swing off back to the tailor shop.

* * *

 _ **Meanwhile…**_

* * *

I hadn't expected to find Spider-Man so soon, I mean, I wasn't 100% sure it was him, but the spidery motif of his costume and the webs were pretty good signs he was who I thought he was.

I at least got to see him in action, which was the whole reason I wanted to explore the city, I needed to see how strong he was, he seemed pretty skilled, if not a bit cocky. Constantly heckling his opponent, kinda reminded me of Sparx a little, I can see why Cyril finds him so aggravating.

But still, I couldn't get over how easily he took down that mugger, effortlessly overpowering him like he was nothing! He could still use a little work though, taking on a mugger is one thing, but I didn't know how he would do against something stronger.

"HELP!"

Another cry for help, I instantly saw Spider-Man change directions, I followed shortly after, I reached the scene, making an effort to hide myself better, Spider-Man perched on the building opposite to me, the scene below looked like a brawl between dragons, fire on one side, ice on the other, an elemental turf war, something sadly a bit too common among less… civilized dragons. The cry for help came from a younger ice dragon who had the misfortune of being caught in the middle.

Like a bolt of lightening Spider-Man bounded onto the scene, seeing how he did against dragons would be important, I wanted to be sure just how strong he was, "If you kids can't get along I'm going to have to ground you all!" Spider-Man said as he landed on an ice dragon's head, he quickly trapped the downed dragon with a web shot.

But before he could go after the others a fire dragon rammed him in the side, causing him to crash into the far wall, "Butt out human! This has nothing to do with you!" The dragon snarled.

But Spider-Man quickly recovered, "Hey hey! That's MISTER human to you!" He said before firing web balls at the group, more mildly annoying them than actually hurting them. Spider-Man moved quickly keeping in motion making it hard for the dragons to hit him with their breath attacks, "I just love it when warring factions come together in their mutual hatred of me! It makes me feel all warm and fuzzy inside!" He quipped.

He swung from a web line, managing to smack a fire dragon in the jaw, knocking him down, Spider-Man used the momentum to slam into an ice dragon, knocking **him** over as well, he certainly knew how to fight dragons effectively, keeping in motion so they couldn't get him with their breath attacks, using their size against them when attacking, he knew his way around a fight that was for sure, but his technique was a bit off though, sloppy, a well trained dragon could probably easily overpower him.

The dragons were getting frustrated, trying harder and harder to hit the elusive Spider-Man, "Would someone just hit this guy?!" One roared in disapproval.

Spider-Man kept moving, managing to land himself on one of the dragon's heads, "Aw… what's wrong bunky? Is the mean ol' Spider-Man too fast for the big tough fire dragon?" He said in a mocking baby voice before grabbing his horns and flipping forward, amazingly taking the dragon off his feet and slamming him into the ground.

Spider-Man pretended to wince, "Ohohoho! Man! That **had** to hurt!" He said, an ice dragon crept up behind him, trying to take him by surprise, but somehow he saw it coming, springboarding off his head grabbing him by the tail. "Uh oh! Got your tail!" He said before he began to swing him around and around, the remaining dragons backing away to avoid getting hit, "Round and round he goes, when he stops? Only Spidey knows!" Spider-Man said, he then released the dragon, sending him into the others, "Oops! Butterfingers!" Spider-Man laughed.

And with that, they were all down and out. I was amazed someone as small as Spider-Man was able to take down a group of dragons by himself with his bare hands! Spider-Man moved towards the cowering little ice dragon, "Hey, it's okay, they're taking a nice little nap now, you okay?" He asked softly.

The dragon whimpered, "I… I didn't want to fight! I swear! I was just outside playing and these… these guys showed up and… and… please don't beat me up mister Spider-Man!" The little dragon tried to explain.

Spider-Man patted his head, "Hey hey! It's alright, you're not in trouble, I'm not gonna hurt you, I just wanted to stop these clowns before someone got hurt," he explained, "Hey… what's your name kid?" He asked.

The little dragon hesitated, "F… Frost..." He stammered.

Spider-Man tilted his head, putting a hand on Frost's shoulder, "Well Frost, your little cry for help helped me find this little brawl before it got out of hand, you did good, you're a little hero too," He said.

Frost looked towards the masked hero, "R.. really?" He questioned.

Spider-Man nodded, "Yeah, you don't need to beat up bad guys or stick to walls to be a hero, sometimes, knowing when to call for help before a situation gets out of hand is all you need," He reassured the child, "You should get back home now okay? Tell your parents you helped me out today, I'm sure they'll be very proud," He said, the little dragon nodded and merrily went on his way home.

Spider-Man waited until the little dragon was out of sight before swinging off, I've seen him fight a human and now a group of dragon, he was impressive, a little rough around the edges, but with some refinement he'd be a strong fighter. But that wasn't all I learned today…

It was clear to me from that interaction he had with that little dragon that Spider-Man wasn't some heartless vigilante who wanted to beat up criminals, he seemed to genuinely care about the city, and the people who lived within it. His heart was in the right place and that gave me a little hope for him.

Spider-Man was no threat to Warfang, quite the opposite in fact, I think Cyril **did** judge him too quickly, maybe this city could use someone like him? Looking out for the little guy, tackling the things I normally don't even know are happening, there's always room for heroes looking to do what's right.

So I left, satisfied with what I'd learned today…

* * *

 _ **Later…**_

 _ **Parker's Tailor…**_

* * *

Finally, I managed to reach home without another random crime getting in the way, sure it might be easier if looked the other way once in a while, but I knew Uncle Ben wouldn't have, so neither will I.

I changed out of my costume before dropping down in front of the front door, opening it with a soft creak, I saw Aunt May asleep at a table, a shirt she was repairing laid sprawled underneath.

I wish I could have helped her more today, I always do, but being Spider-Man had given me far more than just my aunt to worry about. I debated waking her, but decided against it, let her rest, she needed it.

I began to clean up the shop instead, I sometimes find myself reminded of how blessed I am to have the few things in life I have, sure we were never the richest family, but we had plenty of love, and sometimes, that's worth far more than all the gold in the world.

I know Uncle Ben would be proud of us for managing to continue on after he died, it's what he would want from us, to keep going, to live… and I planned on doing that for a long time…

* * *

 **A/N: Finally managed to get this chapter done, it was a simple chapter sure, but I figured a nice mellow chapter was in order after all the action last time. I promise there will be more excitement next time.**


	8. Captured

**Chapter 7: Captured**

* * *

 _ **SwiftFoot's Bar- Just outside Warfang…**_

* * *

Swiftfoot's bar was the usual place you'd find the best bounty hunters and mercenaries in the realms, it was were we all gathered to hang out, discuss jobs, and of course get drunk. I can't count how many times I'd stepped through the doors to this rundown old place, the faces here were a mix of people I'd seen a thousand times, to the odd new face I didn't recognize.

"Hey! Snowclaw! You over the hill furball!"

I groaned as a young, blonde human sat across from me, Wade Wilson, he was a young up and comer in the mercenary business, he was good with a sword but his mouth never stopped flapping. He's going to end up dead at some point, it was only a matter of time. "Or should I call you by your nickname? The Shocker," said Wade.

I shook my head, "You know I hate that name Wade," I said dryly.

Wade rolled his eyes, "At least you have one, I'm just "Wade", besides, of course they're gonna call you that, with those gauntlet things you've got goin' on," He pointed out.

My gauntlets, they were my signature, the apes weren't the only ones who figured out how to use the Spirit Gems power, my gauntlets used Spirit Gems to fire energy blasts, purely concussive, I was a bounty hunter after all and couldn't risk killing my marks. "Come on Snow, you've even got a costume!" said Wade.

I growled, "It's not a costume Wade! It's protective armor, without it the energy from my gauntlets would take my arms off," I corrected him. "Now is there a point to you flapping your gums at me or did you have anything of substance to share with me?" I asked.

Wade slammed some kind of flier on the table, "The Guardians are looking to put someone away, and they're offering a huge take for anyone that can," He said, I took the flier and examined it, the guardians rarely put hits out, when they did it was a big deal, since they were known for paying handsomely.

It seemed the mark was some masked adventurer calling himself "Spider-Man", I don't know what this kid did to piss off the guardians but the reward caught my eye instantly, 500,000 gold for his capture… "I know your family could use that kind of money, so I wanted to bring it to your attention," Wade told me.

I glared at the drawing of Spider-Man on the flier, as if staring the man in the eyes, that amount of gold was just what I needed, all I needed was to take down some kid in a costume and all my problems would be gone. "You know anything about him?" I asked.

Wade shook his head, "Only rumors, word is he sticks to walls and spins webs like a real spider, outside of that I know just about as much as you do," He explained.

Ridiculous was what I thought, no human could do that, but yet he was good enough to worry the guardians, so there might be some truth to those rumors, I stood up, "Tell no one else about this, I don't want anyone getting between me and Spider-Man," I said before leaving, I knew Wade too well to think he'd rat me out, but his mouth moved so much I felt the need to warn him regardless.

I removed the satchel from my shoulder, my armor and gauntlets inside, Warfang wasn't too far from here, I could easily get there on foot. Finding Spider-Man would be tricky, a bounty that large, he'd be stupid not to hide himself, digging himself into the darkest corners of Warfang like a rat. But I'd flush him out… I always did…

* * *

 _ **The Next Day…**_

* * *

It had been days since the school had closed for repairs, not that I wasn't enjoying the time off, well what little I could actually enjoy of it given my duties as Spider-Man. So imagine my surprise when I find out I have **school** today? It seemed that The Guardians had deemed it safe to return to classes. My efforts to not be late this time were all set, I'd allow myself a half hour to patrol before I needed to book it to class, hopefully nothing would get in my way this time.

Meanwhile, I noticed my bounty fliers had my face on them now, telling me that me saving the dragons from The Vulture had done **nothing** to change their opinions of me. In fact, they seemed to have **raised** the price on my head to 50,000 gold! Wasn't that just my luck right? Well I wasn't going to let it get to me, I was going to keep being a hero, regardless of what the city thought of me.

I mean, at least the kids liked me right? I'd seen little dragons running around with replicas of my mask, some cheering me on as they saw me swing by, and it seemed to carry over to the other races children as I'd seen little cheetahs and moles with masks too, I just wish the adults shared their opinions on me.

And just to add to the misery, it was raining like mad today, so I was soaking wet on top of being hated by all Warfang denizens over ten years old. Well, at least there doesn't seem to be any trouble this morning, maybe I can actually make it to class **early** for once...

"Get off me!"

Of course, it's like criminals know I have places to be and decide to do their evil deeds just to inconvenience me. Well, can't just leave it alone, so I changed course to where I heard the scream, three figures stood in the alleyway, two figures cornering one, obviously female judging by their figures.

"Just give us your gold kid, and we'll be on our way," One figure said.

The second figure drew a knife, "Yeah… wouldn't want to mess up that pretty face would we?" He threatened the female figure.

I'd seen enough, "I have a better idea," I said as I dropped down behind the two, "How's about you leave before **you** get hurt," I added.

The two figures tensed up as they saw me, "C… can we take him?" one goon asked his friend.

The other goon said nothing, instead rushing me with his knife, I let out an exaggerated groan, "Really?" I said as I deflected the knife with my right hand, rolling over to elbow the attacker in the back of the head, "Why can't you bozos ever figure out that maybe… just maybe… attacking the super hero **isn't** a good idea?" I complained.

The other goon rushed me, throwing the world's sloppiest punch, easily caught, I twisted his wrist with a loud crack, the thug screamed in agony, I think I might of broken his wrist… oops. "Oh now look what you made me do! I'm **not** paying for your healing session," I joked, I tried not to injure my opponents if I could avoid it, just knock them out, but I couldn't let on I accidentally broke his wrist either, I had a reputation to keep.

One solid punch to the face and punchy here was down for the count. I webbed the two goons together for the city guard to pick up before attempting to leave.

"Wait!"

I stopped, I recognized that voice… I turned around and my hunch was right… standing right behind me, hair and uniform soaked by the falling rain, was Mary Jane Watson. I tried my best not to show I was nervous, thank the ancestors I have a mask on.

MJ cautiously approached me, "D… Don't I get to thank the guy who just saved my life?" she asked me. My heart was thumping madly in my chest, words failed to escape my lips, ancestors Pete get it together! Mary Jane got closer, staring me in the eyes, "You know, I don't believe all that crap people say about you, ya know, about you being a "menace" and all," She said.

I tried to look cool, despite internally trembling, "It's uh… nice… ya know, having a fan," I stammered. Smooth as ice Spidey… smooth as ice. Without another word MJ just straight up kissed me on the cheek, it happened so fast it caught me completely off guard, "Wh… what was that?" I asked.

Mary Jane gave me a warm smile, "A kiss for the guy who just saved my life," She said, oh man… she kissed me! Mary Jane Watson kissed me! I was on cloud nine, the girl of my dreams just kissed me. Okay it was only on the cheek, but a kiss was a kiss.

This was getting a bit overwhelming, I needed to get out of here before I ended up doing something embarrassing, "S..Stay safe!" I stammered before zipping away, Mary Jane waved me goodbye before grabbing her books and walking off.

My heart was a flutter, Mary Jane kissed me! For years I'd been trying and failing to get her to notice me, and she just kissed me! Man was I feeling good now, whatever worries I had about the bounty had vanished almost completely, replaced by pure ecstasy, I had finally gotten Mary Jane Watson to notice me!

I landed myself on the statue outside the school, my uniform laid webbed to it's usual spot, but I couldn't focus, my mind was still swirling from MJ kissing me, I found myself staring off into space instead of changing like I should be, and well…

"What are **you** doing here?!"

Dammit, Cyril spotted me, "Get off that statue you hooligan! Go on! SHOO!" Cyril said, as if I were some annoying animal he'd found in the cupboard.

Oh crap, better think fast, if he finds out the real reason I'm here my secret identity will be blown! "I'm just uh… scouting the school! Yeah, to make sure that… no one else is going to attack it today!" I lied. Once again… smooth as ice Spidey.

Cyril wasn't having any of it though, as he shot several ice shards at me, "Get lost you menace! You may have everyone else fooled by I see right through your little hero act! Go annoy someone else!" He barked at me.

I needed to get out of here before Cyril flash freezes me. "Oh you're always so welcoming Cyril, see you around buddy ol' pal!" I joked before swinging off to find another place to change out of my suit.

"YOU ARE NO FRIEND OF MINE YOU HEATHEN!" Cyril yelled as I swung away, man what was his problem with me? I guess I'd never know, but he certainly succeeded and killing my buzz from MJ's kiss… thanks Cyril.

One wardrobe change later and I found that Cyril was still glaring at where I made my exit, "Uh… good morning Cyril… sir," I greeted. Not really sure if approaching him while he was still in "I hate Spider-Man" mode was a good idea. But I'd rather his mind wasn't stuck on my alter ego either.

Cyril glared at me, "Hmph! As good a morning can be with that masked miscreant running amok!" commented Cyril, he then turned to me, "Shouldn't you be getting to class Parker?" He asked me, with a simple nod I left for class, I figured it was best I left him alone before his anger towards my alter ego found itself pointed at me.

* * *

 _ **Meanwhile…**_

* * *

I always hated coming to Warfang, every time I set foot into it I was always met with the most arrogant city in the realms. How great they say it is, but in truth it's every bit as sick and corrupt as the rest of the realms. The falling rain did little to was away the stink this city gave off, but I was here to do a job, not move in.

I checked myself into an inn, I had a feeling this Spider-Man job would take quite a bit of time, besides I needed to get out of this rain, I hated having wet fur. The inn keeper was a short and pudgy mole with thick rimmed glasses, I could tell from his body language he was the mousy, cowardly type. I placed three gold pieces on the counter, "One room," I said simply.

The mole snatched the pieces from their place before reaching down behind the counter, and producing a room key, "E..Enjoy your stay sir," He said timidly, I took the key and left for my room.

I unlocked the door and entered, placing my satchel on the old cot that sat in the room, cheap and probably rock hard, but for the price what would you expect? A lone window overlooked the city, although the pouring rain blurred the image to the point of being near unrecognizable. I just knew Spider-Man was out there somewhere, oblivious to what was in store for him once I began my hunt. I never failed to catch my mark, and Spider-Man would not be the first to escape my grasp. No he'd go down just like every other.

I opened my satchel to reveal my armor, the vibrations from my gauntlets were hell on exposed flesh, I had specially designed armor meant to absorb the waves, yellow quilted fabric over iron plate armor. A red fabric tunic for decoration, and a full face mask to protect my face and identity. It wasn't the most comfortable outfit, but it served it's purpose and even protected me against my target's attacks, so I didn't have much room to complain.

I began to put on the armor, I admit, I knew less about Spider-Man than I'd like, I usually preferred to know my targets inside and out. But there wasn't much in the way of information on Spider-Man, with these vigilante types there rarely was. But they were all basically the same deal, wannabe heroes who think they're above the law, all I'd have to do to draw him out was make a little trouble, knock over a fruit stand or two, and he'd come right to me.

I fastened my gauntlets to my arms, smacking my fists together causing them to come to life. Sometimes it was overwhelming having this much power, the crystals were clearly meant for dragons and not cheetahs like me, but they were a reliable power source, and I've been doing this long enough to know how to handle such raw power.

One shot was all I'd need to end Spider-Man's little hero career, it always took only one shot, didn't matter if it was a mole or a dragon, everyone went down after I got them with these things. "Time to squash me a bug..." I said to myself before leaving to begin my search.

* * *

 _ **Meanwhile…**_

 _ **Warfang Academy, Main Hall**_

* * *

"I'm telling you Flame! She kissed me!"

I was trying to explain my situation this morning with Flame, who was naturally skeptical, "No Pete, she kissed **Spider-Man,** you forgetting your identity is, ya know? Secret?" He corrected me, of course he had to ruin it with technicalities right? "I'm just telling you, don't get your hopes up, I mean, as far as Mary Jane knows, Peter Parker is just a nerdy wall flower who occasionally gets beat up by roving gangs of racist cheetahs," He added.

Why am I friends with him again? "You know Flame, if I wanted to feel worse about myself, I'd hang around Flash," I said dryly as we continued down the halls. Come on Flame, can't you just let me enjoy this? It's not like I get many lucky breaks around here! Just let me have this one!

But Flame just shoo his head, "I'm just saying, maybe curb your enthusiasm a little bit, you don't want to end up embarrassing yourself when you realize she's more interested in a hero than you," He said, that was… pretty odd phrasing, something told me he wasn't just referring to **my** situation, Flame instantly noticed my confused look, "It's… nothing Pete, forget it," he waved off rather hastily.

I would push more, but I could tell whatever it was he was referring to, he **really** didn't want to talk about it. I stopped cold when I saw MJ in the halls, talking with a group of girls, one was even a bright pink dragoness with a gold locket around her neck, I'd never seen **her** around MJ before… odd.

I quickly hid behind a nearby pillar, "Pete? What are you doing?" I heard Flame ask as he joined me behind the pillar.

I simply shushed him, I wanted to know what they were talking about, "Come on MJ, you can't be serious, I mean, **Spider-Man**? Really?" One of the girls asked her.

MJ nervously played with her hair, "I don't know, I mean… when he swooped in to save me… he just looked… so dashing… heroic… I couldn't help myself," She explained, they must have been talking about that kiss she laid on me, I tried to hide how bashful this mad me, I mean… she called me **dashing**.

The pink dragoness breathed a deep sigh, "I know the feeling MJ, I felt the same way when I first saw Spyro..." She said wistfully, apparently sharing the same hopeless admiration for a hero as Mary Jane did.

The third girl laughed, "Ember how many times do I have to say it, Spyro is way too old for you," She said, "In fact, I'm pretty sure Spider-Man's too old for you too MJ, he could be like… thirty for all you know," She said.

Ember didn't take too kindly to that comment, "Shut up Bridget! Spyro and I are soulmates! When we finally fall madly in love and have beautiful eggs together, you'll see!" She snapped. Okay… that's creepy.

Mary Jane simply laughed it off, "I don't know, Spider-Man sounded pretty young when he spoke to me, he could be our age for all we know, all I know is, ever since this morning I haven't been able to get my mind off him, imagining me and him, swinging around Warfang, me held tightly in his strong arms" She said as her eyes sparkled, she was right of course, about me being the same age as them, however, man Flame was right wasn't he? She was in love with **Spider-Man,** not Peter Parker. I couldn't help but feel a bit defeated, I can't believe I'm losing the girl of my dreams, to **myself**! Worse still, I couldn't blame her, who would want to go out with wimpy Peter Parker over the dashing, charismatic, super powered Spider-Man? Is it possible to be jealous of yourself? Because I think I'm becoming jealous of myself.

I let out a depressed sigh, knowing now that MJ would only ever have eyes for me when mine were under Spider-Man's mask, I could just reveal my identity to her, but would she even believe me? I mean come on, look at me, I was a noodle armed geek, how could I possibly be Spider-Man? I mean, I **was,** but you'd never know it looking at me. "I told you Pete," Flame said, "In a contest between you and Spider-Man, Spidey's gonna win," He added with a hint of sorrow in his voice.

I felt like crap, whatever high I had gotten from this morning's meeting with MJ had been swiftly killed by the reality that she loved the mask more than the man. I'd never be with her now, not when she was swooning over my alter ego, man this sucks! I found myself pounding my fist against the pillar I leaned against, a lot harder than I should have as I left a sizable crack from where my fist made impact.

But I was far too depressed to care, part of me wanted to abandon being Spider-Man all together, but I knew that wouldn't be right, whatever my feelings were, Spider-Man was needed, no matter how much he hurt Peter Parker. Man, being a hero sucks sometimes…

 _ **BOOM!**_

I heard a distant explosion, Flame and I looked at each other, both realizing that my alter ego was needed, "I'll cover for you, maybe beating up a badguy will make you feel better?" He suggested, he was right, I had a lot of frustration to deal with, and taking it out on a bad guy sounded divine. I quickly left to get my costume.

One quick change later and I leaped back onto the statue, turning around to see Mary Jane walking out with her friends, I found myself reaching a hand out despite the fact she couldn't see me, she'd never see me… not Peter Parker at least.

I couldn't focus on that right now though, I had a bad guy to vent my frustrations out on. I quickly swung through the city, until I found what I was looking for, an obliterated fruit stand, with it's owner on the ground, panicked.

Standing over it was some guy in yellow quilted armor, man… did someone not think their evil villain costume through, "So… what do they call you sunshine? Quiltman? Padded Pete? Oh! I know! The _Cushion_!" I joked. In reality, I was just ready to beat the ever loving crap out of this guy, I needed the catharsis.

The padded loser turned around, "That didn't take long," He said, "I knew the second I started messing with the city you'd crawl out from your little hole to try to stop me," He said with a dry monotone. "If you must know, they call me The Shocker, I've never liked the name, but you have to admit, it has a nice punch to it," he said before aiming a fist right at me.

Before I could even wonder what he was even doing, an energy blast shot right at me, my Spider-Sense barely giving me enough time to get out of the way before an entire side of the building I had been perched on was blown to pieces.

I looked at the hole with a mix of shock and horror, if that had hit me… oh man… I don't even want to think about that! "Pretty impressive isn't it Spider-Man?" The Shocker asked, "It's a weapon of my own design, what you just saw was the pure raw energy of a spirit gem concentrated into one singular blast, I've taken out dragons with one shot of these things, imagine what they'll do to **your** scrawny ass?" He said, aiming both fists at me this time.

I managed to get out of the way again, I could **not** let those things hit me, spirit gems were known to contain a **lot** of power, and he somehow managed to weaponize it! The geek in me was doing back flips right now at how cool that was, but the rational side of me reminded me who it was he was trying to level with them.

I perched myself on another wall, "So why did you want to draw me out "Shocker"? If you just wanted to hang out, you could have just asked," I asked, I had a feeling there was more to this than just him wanting to beat me up.

The Shocker smacked his fists together, "Not very observant, are you kid? I'm here for the bounty on your head, I could do a lot with that kind of money," He said, I **knew** that bounty was going to come back to haunt me eventually!

I quickly bounded off the wall and tried to kick him right in his stupid face, but he took the shot in stride, only stumbling back from the force of the kick rather than any sort of pain, "Really? You think this padding is just for show? This armor is meant to absorb the shockwaves from my gauntlets, you think your puny little kicks can hurt me?" He said, well that wasn't good, I couldn't hurt him with that padding, but he sure as sugar could pound **my** sorry butt.

I was so shocked by how his armor had taken my kick that he actually managed to catch me with his gauntlet blasts, the force sent me flying, it felt a lot like how I'd imagine getting punched by a mountain would feel like. My body was send careening into a nearby building, crashing through it like a hot knife through butter.

My head was spinning, I couldn't focus, "I admit Spider-Man, you're fast, but I have experience, don't worry little bug… I won't kill you… you're worth more to me alive than dead," The Shocker said as I felt myself drifting, I was losing consciousness, that shot had taken more out of me than I had thought… not good…

Just as I had thought, even Spider-Man fell in one blast, I admit, he put up a better fight than most of my marks, but in the end, I always won. I placed two fingers on his neck, checking his pulse, he was alive… just unconscious, good, the flier said he was wanted alive. I hoisted his unconscious body over my shoulder. I found myself a bit disappointed, the way Wade had described the job to me, I had hoped he would give me a challenge, but despite getting farther than most of my targets, he still put up a pitiful fight.

But it mattered little, all there was left for me to do was drop Spider-Man off to The Guardians and collect my bounty. The Dragon Temple wasn't too far from here, hopefully I could get there before hero boy here came to.

I made my way into the temple with Spider-Man over my shoulders, it seems that school was still in session as I passed by many students, all seemed shocked to see Spider-Man slung limply over my shoulder, I didn't much care for how they felt about me, all I wanted was that money.

I found the guardian's chambers, the three guardians noticed me instantly, they were of course weary of me, given my outfit I couldn't blame them, "Who are you? What business do you have here?" asked the green one.

"Just making a delivery," I said, tossing Spider-Man's unconscious carcass onto the floor, "He's not dead in case you're wondering, now I believe the ad said 50,000 gold for his capture?" I said, the three dragons looked down in shock at the defeated vigilante, each had a different expression.

The green one was surprised, the yellow one looked horrified, but the blue one looked like a child who had just gotten the toy he'd always wanted. The green one was the first to speak, "I admit… I'm… impressed… very well… come with me stranger and we shall fetch your reward, Cyril, move Spider-Man into the dungeons," He instructed, I followed the green dragon out… finally… paydirt…

I admit… I was stunned, I hadn't expected someone to actually be able to claim that bounty, poor Spider-Man laid sprawled onto the floor as Cyril looked him over, I'm sure he was thrilled, but my feelings were much more somber, all this poor soul wanted to do was help his city.

Cyril smiled, "Not so funny now are you Spider-Man?" He said, he was enjoying this way more than he should, "I wonder… who is it that's under that mask?" He asked, reaching for Spider-Man's mask.

I had to stop him! "Shouldn't you get him into confinement before he awakens Cyril?" I said hastily, Cyril looked disappointed, but knew I was right, as he hoisted him over his back. I couldn't help but sigh in relief, there was a reason Spider-Man wore a mask, and I doubt whoever it was that was under that mask would survive Cyril's wrath if he ever managed to escape.

Cyril and I made our way into the dungeons, Cyril tossing Spider-Man into it like a pile of trash, slamming the door shut and locking it with a key, "Don't think I didn't notice your worried expession when that bounty hunter brought him here Volteer," He said, "Trust me, our city will be much better off without vermin like Spider-Man running around," He said.

Cyril and I had been friends for many years, he wasn't a bad dragon by any means, but I still could not help but feel his hatred for Spider-Man misplaced. I knew he just wanted to protect the city like any of us did, but he seemed so giddy over a good man losing his freedom, it was… upsetting. Cyril noticed how uncomfortable I was, "I understand you believed in him Volteer, but trust me old friend, this is for the best," He said before leaving.

I watched as Cyril trudged out of the dungeons, victorious at last, I turned back to the unconscious Spider-Man, "I'm so sorry young one… you deserved better than this," I said before leaving, there was nothing I could do now without betraying my fellow guardians, and I wasn't prepared to do that, they weren't evil, they were simply afraid, afraid of what he represented, what he **could** become. Part of me shared that fear, but I could just feel he wouldn't become what they feared, but sadly, I was the only one.

* * *

 _ **Meanwhile…**_

* * *

I didn't know how to feel about this, it was so sudden. You'd think I'd be relieved, happy that Spider-Man was off the streets where he couldn't hurt anyone ever again, the chaos he threatened us with every time he forced his own justice onto the populace finally put to an end.

But a part of me refused to look past the fact that he was the only reason I was still alive right now, I was effectively betraying him, selling him out to some lowly bounty hunter. I felt guilty, wrong, a part of me was sickened with how I was about to give this man gold for defeating a man who was just trying to help the city. "Come on dragon, I brought you your vigilante, I need that money!" The bounty hunter barked at me.

I never liked bounty hunters, they were a seedy bunch, only interested in money, I of course had the gold, Cyril had insisted we keep 50,000 gold handy in case someone turned Spider-Man in, but I found myself hesitant regardless, but I had no choice, I handed the hunter his gold without a word, I couldn't even bring myself to look him in the eyes. "Pleasure doing business with you guardian," he said before leaving to crawl back under whatever rock he had surfaces out from under.

I felt horrible, like I had just sold my soul to the dark master himself, Spider-Man's words to me kept playing over and over in my head, how selflessly he had saved me in spite of the bounty on his head, and this is how the mighty Earth Guardian repays him? Locking him away like a common criminal? The shame I felt was immense, but I knew deep down this was how it needed to be. I couldn't let my personal feelings get in the way of my duties as a guardian, no matter how awful I felt about what I had done.

Cyril walked into the room, "Well, now that that menace is no longer an issue, I feel we can now focus on more important issues," He said rather proudly, how he was able to deal with this so well I'd never know, a part of me knew Cyril to be good at hiding his feelings, he always came off as smug and selfish, but I knew deep down he was as noble and caring as the rest of us.

I sighed, "Cyril… are we really doing the right thing? With Spider-Man?" I asked, Cyril seemed surprised by my question.

But we knew each other long enough for him to know I was serious, "I do, noble as his intentions were Terrador, we couldn't have a vigilante running amok, playing lawmaker, honestly I'm surprised you'd even ask! Is it because he rescued you during The Vulture attack?" He asked me.

I nodded, "Part of me is glad he can't hurt anyone anymore, but another is admonishing me for betraying him like this," I admitted.

Cyril shook his head, "I don't feel bad for the miscreant at all! It's… what he deserves," He said, but I noticed hesitation in his voice, as if even he was unsure this was right. He then turned to me, "We should… focus on other things… getting your mind off Spider-Man will do you some good," He said, he was right, we had a school to run, and I needed to get Spider-Man off my mind…

* * *

 _ **Meanwhile…**_

* * *

I slowly woke up, man… Shocker can hit **hard** , however the headache quickly became the **least** of my concerns as I noticed my surroundings, I was locked up in a cage. "Oh no no no no!" I said as I gripped the bars in a panic, this can't be happening! Well I guess I shouldn't be shocked, Shocker said he was looking to cash in my bounty, and it appeared as though he had done just that. I bet Cyril was doing backflips right now, he finally got his wish and stopped Spider-Man! DAMMIT!

I tried to bend the bars, I had to get out of here! It can't end like this! But the bars wouldn't budge, despite my strength they wouldn't bend. I was panicking, Aunt May… she was all alone now! Probably wondering where I was, when I was coming home. All this because I wanted some catharsis over losing the girl of my dreams…

I slumped back against the wall, defeated, broken, I was going to spend the rest of my life in dragon jail because I couldn't beat some loser in a quilt! Okay… calm down Pete, you can get out of this! Right? Flame! Flame will know I'm missing! He'll come for me! Right? He has to! Oh who am I kidding? Even if he **did** know, there was no way he'd get past The Guardians. Face it Spidey, you're done… it was a good run but… it's over now.

I crawled onto the roof of the cage, sitting against it in a fetal position, well if I thought I never had a chance with MJ before now it was confirmed, I'd be spending the rest of my life in this cage, occasionally having Cyril and Terrador come in to gloat no doubt, they must be in heaven right now…

* * *

 _ **Meanwhile…**_

* * *

There was an awkward aura hanging over the temple after Spider-Man's capture, I should be elated, Spider-Man can no longer threaten the city, peace was restored to Warfang, but why did I feel like a monster? I hated to think it, but Spider-Man having saved my life had altered my perspective on the masked hero considerably. Was it really right to lock him away for simply trying to use his gift for good? I mean, I might as well lock Spyro away as well if _**that**_ were a crime.

Dammit Terrador! Get a hold of yourself! Spider-Man is a criminal, an outlaw! You did the right thing by locking him away where he can't hurt anyone ever again! But yet… try as I might, I couldn't convince myself of that. Doubt lingered regardless, ever nagging at my conscience.

The town bell tolled, signaling the end of the school day, children funneled out of the temple, but I couldn't help but hear their conversations.

"Did you see that guy carry Spider-Man into the guardian's chambers?"

"I heard they locked him up!"

"Why would they do that? He's a hero isn't he?"

"I hope he's okay,"

It seems our bounty hunter had made a scene while transporting Spider-Man to our chambers, as if this weren't bad enough everyone in the school now knew Spider-Man was locked away. I could hear their panicked whispers, wondering what was going to become of the city without Spider-Man to protect them.

I tried to push it out of my mind, I was perfectly capable of protecting my own city! I didn't need some human in a mask to do it for me.

I heard wing beats sound from behind me, I turned to see Spyro land softly on the ground, he seemed angry for some reason, "Tell me it isn't true!" He growled, I was of course confused as to what he was referring, "Tell me you didn't actually lock him up!" He snapped.

I at least knew now what he meant, but why he was so angry I couldn't even begin to theorize, "I had to, Spider-Man is an outlaw, and should be treated as such," I said simply.

It seemed my previous prediction that Spyro would side with Spider-Man had become true, as this did little more than anger him more, "You say that like he's some ape or the Dark Master! What's **wrong** with you?!" He snapped.

Spyro was young, and a bit too soft for his own good, he didn't understand the very real danger Spider-Man posed, "Spyro I did what I had to do, if you're expecting me to apologize for protecting the city then you're wasting breath," I said sternly, but my words lacked the confidence they should have.

Spyro shook his head, "Where is he? Let me talk to him at least! Maybe I can-" Spyro began before I cut him off.

"That's enough! I've made my decision! We will not discuss this any further do you understand?!" I snapped, Spyro was a friend, but like a fussy child, had to sometimes be put in his place. I stormed off, leaving Spyro alone, I needed to meet with my fellow guardians again anyway.

* * *

 _ **Later…**_

 _ **Guardian Chambers…**_

* * *

I couldn't believe it, even hours later it still hadn't completely sunk in that Spider-Man wouldn't bother us any longer. The image of that masked maniac behind bars where he belonged was almost enough to bring a tear to this old ice dragon's eye. Volteer naturally wasn't so thrilled, but he'd come around eventually.

Terrador soon joined us in the chambers, "There you are Terrador, what kept you?" I asked, Terrador looked… for lack of a better term… unfocused, like he had a lot on his mind or something.

Terrador shook his head, "I ran into Spyro, to say he's a little upset about Spider-Man's capture would be an understatement, we're going to have to keep on eye on him, make sure he doesn't try anything," He said.

It appears Volteer wasn't the only one who took exception to Spider-Man's capture, honestly I couldn't even begin to fathom why, he was an outlaw, a menace! He was where his kind should be! Locked away where he can harm no one else. "He'll come around, Spyro's a smart boy he'll see sense in time," I reassured my friend.

Volteer just glared at me, it was so unlike him to be so quiet, usually you couldn't **stop** him from waggling that electric tongue of his. It was concerning to say the least, "Anyway… now that Spider-Man is dealt with, we can focus our efforts on other matters," I said, more trying to change the subject than anything else.

However, suddenly a large explosion erupted in the chambers, I found myself knocked off my feet, dust everywhere. When it finally cleared, the bounty hunter from earlier stood over me, the bag of gold Terrador had given him clutched in his hands, "You three seriously thought you could rip me off?! The flier promised fifty thousand! I only counted five in this bag!" He said, slamming it against my snout like the brute he was.

We must have neglected to add the extra gold to the bag when we raised the bounty! How could I forget something so important?! "Look, we can get you the extra money! There's no need-" I began before the savage slammed his boot on my snout.

"Oh you'll do just that you lying snake, but not before I give you some… extra motivation..." He said, before I could even question what he meant, he began firing shots at, what from my perspective looked like random shots in the dark, but the pained cries of my fellow guardians told me he was hurting them! "Unless you want me to reduce your little friends into paste, you're gonna give me ten times the original offer!" He growled.

That was absurd! We barely had enough gold to manage the city as it was! Five hundred thousand would cripple us! "W… we don't have that kind of gold!" I protested, speaking with this brute's boot on my snout was quite difficult, not that I thought he cared.

The bounty hunter glared at me, "You'd better find it then, because when I come back this time tomorrow and you don't have it..." He said before walking over to Volteer, "Your little friends here are in for a world of hurt," He said as his guantlets built energy, he pressed his fist against one of his legs, and fired.

Volteer screamed as his leg snapped in two with a terrifying crack, "Don't disappoint me..." He said before storming off, I quickly got to my feet and rushed to Volteer's side.

His leg was obviously broken, "Volteer! Stay calm! You're going to be okay!" I said, internally, I was panicking, I may argue with Volteer, but he was a dear friend, the very thought of losing him was not one I wanted to even contemplate. Seeing him in so much pain was like a knife to the gut, a dragon so happy and kind reduced to a coughing and wheezing mess.

"Cyril?! What happened?!" I heard Spyro's voice call from the distance, I turned to see him stopped cold in front of the hole that maniac had made, "VOLTEER!" He cried before rushing over to us, "What happened?! Is he alright?!" Spyro cried in panic.

I tried to calm myself enough to answer, "The bounty hunter that captured Spider-Man, he… he came back… apparently we had short changed him and he… he..." I stammered. "He want's ten times the amount now… and if he doesn't get it..." I said, looking over to Terrador, who was unconscious, the blast having knocked his head against the wall I figured. But he was breathing at least, which was all I cared about right now.

Spyro looked to me, "You can't seriously be considering paying him! We have to go after him!" Spyro said, it wasn't that simple though, he'd see us coming a mile off, and who knows what he'd do if he found out we had decided to confront him instead of pay him.

I looked towards the doorway to the dungeon, it wasn't an option I liked, "Spyro… get Volteer and Terrador a healer… I won't be long," I instructed him, Spyro gave me a confused look, but did as I asked, running off to get a healer.

I knew what I was about to do, and I hated it, but it was my only option, and this maniac had made it personal by harming my friends…

* * *

 _ **Meanwhile…**_

* * *

I had no idea how long I had spent in this stupid cage, I bet Aunt May was freaking out right now, wondering why I hadn't returned home yet. I never thought being Spider-Man would land me here, in the dungeon, alone with the rats that crawled all over the dingy dungeon floor.

I heard a door open, the sounds of clicking claws against stone, probably Cyril come to rub it in, 'I finally got you Spider-Man' He would say, 'That's what you get for being a menace' he would laugh, just get it over with…

However, I then heard the sound of a key click into the cell door, I looked up to see the cell door slowly open, and Cyril standing in front of it, "I need your help," He said simply.

* * *

 **A/N: Oh hello there, did I interrupt? Oh me and my cliff hangers…**

 **I'm sorry this took so long, writer's block has become an unfortunate affliction of mine, making writing this thing a lot more difficult than it should be. Add this to the fact that I've got so many ideas for other stories storming through my head and you have a recipe for a miserable writing environment.**


	9. In for a Shock

**Chapter 8: In for a Shock**

* * *

I just stood there in confused shock, Cyril was letting me out, **Cyril** , you know, the same dragon that constantly calls me a menace? I didn't know if he was just messing with me or if he was dead serious, the look on his face suggested the latter, as he had this sort of flat, semi depressed look on his face like he absolutely hated what he was doing but had no choice. "A… are you seriously letting me out?" I asked, if anything just to be certain I understood what was going on.

Cyril sighed, "Yes, in spite of how much I think you deserve to rot in there I'm left with few options," He explained, I guess I should have suspected there was more to this than a sudden change of heart. I cautiously stepped out of the cell, not taking my eyes off the ice guardian for even a second.

Once I was out I took a deep breath, knowing I was going to regret asking this, "So why the sudden change of heart frosty? Can't just be that you felt bad for locking me up for **no** good reason!" I said, I couldn't help being a bit bitter over being locked up for ancestors know how long, although it probably wasn't going to help my situation.

Cyril just sort of glared at me, "The bounty hunter that brought you here came back, apparently there was less gold in the bag we gave him than we thought, he's horribly injured Volteer and I'm unsure of Terrador's condition," He explained, well that's what you get for trusting some guy who wears his furniture as armor. "He's now demanding ten times the original bounty, and… he said if I didn't get the money by the time he returned… he'd…" Cyril said, beginning to choke up.

But I knew what he meant, it was weird seeing him like this, he looked terrified, no doubt concerned about the safety of his fellow guardians, "So you want me to go after Shocker?" I asked.

Cyril sighed, "I know if I send Spyro or Cynder after him he'll see them coming and I don't want to think of what he'll do if he manages to slip by them," he explained, "Make no mistake, you and I are **not** friends, but I guess you can say I care more about Volteer and Terrador, than I hate you," He added.

In a strange sort of way, I could respect that, he was putting his friends above his hatred of me, which said a lot about Cyril as a person. "Please Spider-Man, help me protect my friends from this maniac… and I'll… I'll let you go free without a word," He said, basically offering me a deal, stop Shocker and I was a free man.

Of course, I'd go after Shocker even if he didn't offer me my freedom in return, someone dangerous enough to seriously injure a dragon like Volteer needed to be stopped. "Look, I get you don't like me, so this probably won't mean much to you, but I promise… even if it doesn't get me my freedom, I'll stop Shocker," I said.

Cyril nodded and lead me back to the guardian's chambers, the place was a mess of scattered bricks, Volteer and Terrador were laid in bloody heaps on the floor, the school healer currently tending to the former. What was her name again? Zera? However… Cyril seemed puzzled, "Zera? Where's Spyro?" He asked with a hint of worry in his voice.

Zera turned to us, "I don't know, he left shortly after finding me, figured he went to get the creep that did this," She said before moving her eyes towards me, "What's he doing here?" She asked.

I cocked my head back, "I'm getting time off for good behavior," I said jokingly.

Cyril rolled his eyes, "I'm regretting this already," he said to himself, "I released him so he could go after Shocker, what do you mean Spyro left?!" He said.

Zera seemed confused that Cyril would even ask this, in fairness I was too, I got that Cyril wanted to be more subtle by sending a tiny human instead of a giant purple dragon, but Spyro would probably do better against Shocker than I would. The guy stopped **Malefor** for ancestors sake, I doubt a guy in goofy padding could take him. "I figured you told him to do so after he got me, it's the impression I got at least," said Zera.

Cyril turned to me, "You have to go after him! If Shocker sees Spyro coming, or worse injures him, who knows what might happen! If he thinks we sent Spyro after him he might see it as an aggressive move by me and come to finish Volteer and Terrador off!" He said.

Yeah okay, **now** I see why Cyril was so worried about this now, as powerful as Spyro was, dragons were kinda hard not to notice, especially one as ticked off as I imagine Spyro must be right now, if Shocker managed to slip him or worse somehow beat him, he'd come after The Guardians.

I gave Cyril a nod and ran off, I needed to hustle, Spyro was probably half way to wherever Shocker was right now, which I admit, did lead into my **other** problem. I had no clue where Shocker was, he could be anywhere in Warfang, hell he could be anywhere in the **Realms**. No doubt after attacking the temple he'd lay low until it came time to collect his money. So I had to think, if I were him, where would I hide myself?

Once I got outside I ascended the temple it **was** the largest structure in Warfang after all, so it would give me a good view of the whole city, I was hoping if I found Spyro I could tail him until I found Shocker. It took only a few seconds until I found him, flying on the outskirts of the city, I leaped off the building and began to swing in his general direction.

It did make me wonder though, why would Shocker go through all this just for money? I mean, fifty thousand was a lot more than just five thousand, but to go and antagonize the most powerful creatures in Warfang like this? It wasn't exactly worth getting your gold plated castle when the purple dragon himself was looking to knock it down if you catch my drift. There was more to this I know it.

It was only when I drew closer to Spyro that I figured out what he was doing, he was checking the seedier parts of Warfang, I should know, these were the most common spots I've had to make appearances in, if Shocker was hiding out, if would probably be here, it was just a problem of **where** exactly.

* * *

 _ **Meanwhile…**_

* * *

They were after me now, it didn't take a genius to figure that, after I injured one of their own I knew those toothless lizards too well to think they wouldn't send their pet purple dragon after me, I held myself up in some abandoned old barn house just outside the city walls, knowing full well if I went back to the Inn I was a dead man. Finding me there would be far too simple, all the purple dragon would have to do is ask for a shady looking Cheetah and I'd be dead.

I'd just have to ride it out and hope to the ancestors he never found me. Going after The Guardians was stupid, any hunter worth his salts could tell you that, but I **needed** that money, and I'd be dammed if some cheap lizards would get in my way. "I just need to hold up here until the deadline, then I get my money and get the hell out of this city," I said to myself.

"Oh if it were only that simple,"

My eyes widened, someone else was in here, female judging by the voice, definitely not the purple dragon, I readied my gauntlets, "Whoever the hell you are, you'd better show your face now!" I threatened, trying my best to hide my fear, you can never let your enemy know you're afraid, they'll always take advantage.

"You thought you could attack **my** friends and get away with it?! Spyro's smart, but he doesn't know the ways of vermin like you like I do,"

That last statement gave me an idea of who I was dealing with, and it wasn't good. It may not be the purple dragon, but it might as well have been considering she had taken down Malefor alongside him.

Suddenly out from the shadows a dragon lunged at me, Cynder… former "Terror of the Skies", everyone in the hunting business of a certain age knew her name, she had been a frequent target, no one had ever been able to cash in though, as those who did wound up dead. Meaning I was in trouble, she was good, real good, but I'd have to be better. "What's your stake in this Terror of the Skies? I thought they'd send your purple friend after me," I asked.

Cynder's eyes blazed with anger at the mention of her old nickname, "NEVER SAY THAT NAME TO ME AGAIN!" She screamed before she unleashed her fear breath, the shock wave knocked me back, sending me into a support beam, my back cracking against the wood with a loud smack, my suit took most of the impact but it still hurt like hell. "I buried the Terror of the Skies when I helped Spyro defeat Malefor! Just like I'm about to bury **you** ," She snarled.

I aimed my gauntlets, "One of us is getting buried, but it ain't me," I said before blasting her right in the chest, she flew back, bursting through the barn doors and onto the grass outside, "How'd you find me? That blue coward send you?" I asked as I approached, I needed to know, because if she had been sent by him, it meant I wasn't getting my money, and that meant I had to finish what I started with his little friends.

Cynder slowly got to her feet, "Spyro told me about what had happened in the temple, I knew he wouldn't be able to draw you out, he's not as familiar with cutthroat types as I am, I used to surround myself with low lives like you, with this much heat on you, you needed to hide in a place outside the city, abandoned, this place was the obvious choice," she explained.

The the purple dragon **was** after me, that wasn't good, I've never fought a dragon on his level before, but I had to admit, the girl was good. "Not bad, but unfortunately, by the time your little boyfriend gets here you'll be dead," I said as I charged my gauntlets, enough power to take her head clean off…

* * *

 _ **Meanwhile…**_

* * *

Dammit, I must have checked every rundown, seedy building in the city! I doubt Spyro had much luck either as he was clearly still looking. Man, you'd think someone dressed as ridiculously as Shocker was would be easier to find? Yeah, like **you** have room to talk there " _Spider-Man_ ".

 **BOOM**!

Holey crap! That was loud, but it was close by, that had to be Shocker, Spyro seemed to get the same idea as I saw him fly over head in the direction of the sound. It only dawned on me now that I was about to team up with **the** purple dragon to take on a super villain, under normal circumstances, this would be **awesome**! But right now, I had to focus, if Shocker slips away, Volteer and Terrador are screwed! I swung as fast as I could, following Spyro as close as I could.

Eventually I was lead outside of the city, towards what I think was an abandoned barn, I resisted the urge to face palm, of **course** he'd go outside the city! Aren't you supposed to be **smart** Parker? Ugh…

Unfortunately, since this was outside the city, there were not buildings for me to swing from, meaning I had to get there on foot, how fun. I felt ridiculous running on foot towards an abandoned barn, since I wasn't what you'd call the "athletic type", my running was as goofy as you'd think it'd be, thank the ancestors that the only other person out here seems to be completely oblivious to my presence or else this would be a bit embarrassing.

Although, I did notice I wasn't getting tired, I guess we can add "super endurance" to my ever growing list of super powers. It didn't take long to find Shocker, and apparently he wasn't alone, as I found him standing over Cynder of all people, charging up his gauntlets, probably looking to take her head off!

I shot a web at his back, yanking him towards me, "Come on now patches, shouldn't you at least ask her name before blowing her head clean off? So inconsiderate!" I quipped, catching Shocker completely by surprise as he flew right at me. Or so I thought, as he instantly corrected himself in mid air, scoring a huge blast right to the mid section sending me toppling ass over tea kettle down the hill.

Thankfully he hadn't caught me in the head like last time or that would have been embarrassing, and right in front of Cynder too! Would have made me two for three in embarrassing myself in front of legendary heroes. "How the hell did **you** get out Spider? Don't tell me that ice dragon let you out to get **me**?" He asked.

I got to my feet, "Oh you know me Patches, I just can't get enough of sadistic sociopaths in stupid outfits," I joked, dodging another energy blast. "Although, I **do** owe you a beating for having me locked up in a cage, that was **uncalled** for!" I added before trying to move in closer, but Shocker saw me coming and hit me with another blast, which didn't seem to hurt as much as the last one for some reason, but it was enough to knock me back down.

Shocker began to approach, charging his gauntlets again, "You're becoming a real pain in the ass Spider-Man, I'm going to enjoy smearing you all over this hilltop!" He growled, his gauntlets glowed bright, almost blindingly so, I thought for sure I was dead until Shocker got blindsided by a giant fireball that sent him flying back.

Spyro suddenly landed right in front of me, "You're done threatening my friends Shocker!" Spyro snarled, I was doing my best not to lose it over being **this** close to the legendary purple dragon, the last thing Spyro needed right now was some loser super hero fanboying all over him. Spyro then turned to me, "You alright Spider-Man?" He asked me.

Oh ancestors he actually spoke to me! Okay Pete, calm down, act cool, "Y.. yes sir," I said. Nailed it.

Shocker rose to his feet, "I was wondering when you'd show up purple boy, I already knocked your little girlfriend around! Don't think I won't do the same to you!" He said, dude had guts talking to the guy who took out Malefor that way, either that or he had a death wish, either or.

Shocker shot a blast right at us, Spyro and I both dodged in different directions, but Shocker tried to stay on us, blasting several shots in rapid succession, but we managed to avoid each one.

However, as he did this, I began to notice something, the rapid shot's beams were thinner, weaker than his concentrated ones. Wait… that's it! He must have to charge the blasts! The rapid ones are weaker because he doesn't have time to charge them! I had to keep him on his toes, I couldn't let him charge his blasts! I quickly moved myself towards him, "Hey patches, tell me, was the money really worth ticking off the most powerful dragon in the world?" I asked as I caught him with a diving kick.

However, Shocker just laughed it off, "You still don't get it do you kid? You can't hurt me! My armor absorbs every blow you throw at me, yours however?" He said before blasting me right in the stomach, sending me crashing into the barn, "Not so much," He added, what a jerk.

I groaned as I tried to get up, this presented a whole new problem, his armor was too thick for me to hurt him, I needed a way to penetrate it. But how? Shocker didn't give me much time to think as he fired another blast, if it wasn't for my spider sense that one probably would have sent me into the center of the earth! "Why are you even fighting me spider? I thought you'd want The Guardians dead after how quickly they sold you out!" Shocker said as he took another shot.

I bounced off a support beam, narrowly dodging the blast, "Well not all of us are violent psychos like you **clearly** are, ever hear the one about great power meaning great responsibility?" I asked as I dodged another blast.

Shocker scoffed, "Cute, but the only responsibility **_you're_** gonna have when I'm done with you is feeding the maggots!" He said, thanks for **that** image Shocker. However Shocker eventually managed to tag me with another energy blast, knocking me into a pile of hay. Shocker loomed over me, "Time to end you Spider-Man, nothing personal, just business," He said as he charged his gauntlet.

But before you could say ' _not the face!_ ', Shocker suddenly yelped as something acidic splatted right on his arm, eating away at his padded armor and some of his fur and flesh, "Forget about me?!" I heard Cynder yell before Shocker found himself blindsided by a powerful smack from Cynder's tail, sending him sailing humorously through the air. Cynder then turned to me, "You alright?" He asked me.

I got up, "Yeah, thanks for the save," I said as I tried to shake the cobwebs.

Cynder snorted, "Hey you saved **my** butt, might as well return the favor," She said, I had forgotten my grand entrance had involved stopping shocker from obliterating Cynder, being the good guy had it's perks sometimes.

However our little moment was cut short by the hay pile Shocker had landed in exploding as Shocker roared in disapproval, "You two think you can kill me?! You can't even **hurt** me! I'm THE SHOCKER!" He growled, firing his gauntlets at us, I managed to dodge out of the way, so did Cynder, but the confined space wasn't doing her any favors.

However, when his blast took out a support beam, I had an idea, "Hey Shocker! Tell me, does your suit clean stains too?" I joked, as predicted, Shocker tried to blast me, I had made sure to position myself in front of a support beam before leaping out of the way, the wooden beam being obliterated by the blast. "Aw why so mad patches? Does somebody need a ball of yarn?" I continued to joke, once again positioning myself in front of a support beam which he destroyed as well as I dodged out of the way.

The Shocker was getting frustrated now, "You can't keep dodging forever Spider!" He said.

However, the old barn began to rumble and shake due to the lack of supports holding it up, "I don't have to, you say your armor protects you from getting hurt right? How well does it do against buildings collapsing on you?" I asked before quickly zipping out of the barn, Cynder following quickly behind.

The barn collapsed on top of poor Shocker, that wood was so old and rotted I doubt that'd hurt him much, but it certainly wouldn't be fun for him either. "Guess not very well," I shrugged.

We were soon joined by Spyro, "You collapsed the barn on him?" He asked me, I admit, it was a bit of a risk, but how else do you hurt the guy who's armor can take super spider punches like a champ?

However, old wood exploded into the air as Shocker roared, his costume was in tatters, his face revealed as what was left of his mask drooped off his face. "You're **dead** Spider-Man! You hear me?! DEAD!" He growled, how he was able to even **walk** after having an entire building collapsed on him I'll never know. But he managed it… somehow.

We all scattered as Shocker took shots at us, however his face was exposed now, which meant I could actually hurt him now! "Oh patches, what a punchable face you have!" I said as I managed to reach him and clock him in the jaw with a right hand, causing him to stumble, his lip bleeding from the blow. "Not so absorbent now are you Shocker?" I said, getting him with another right.

My spider sense then want off, I turned around to see Spyro and Cynder prepping their own attacks, definitely don't want to be in front of **those** , so I quickly cartwheeled out of the way before Shocker got slammed with an ice and wind blast, sending him rolling down the hill in a giant snowball, which was hilarious by the way.

When he came to a stop at the bottom of the hill, I landed myself on his new snowball torso, "You know, you are the ugliest snowman I've **ever** seen," I commented, earning a very angry glare from Shocker. "Ready to give up now sunshine? Or do I need to give you a nice coal-black eye to go with your new snowman look?" I said.

Shocker sighed, the fact he lost finally sinking in, "One thing I don't get," I said, "Why do this? Why go after The Guardians? I mean, fifty thousand is a **lot** of gold, but… I don't think it's quite worth ticking off the entire dragon population of Warfang," I asked, I just had to know why he would risk it all just for a few gold pieces.

Shocker however began to charge his blasters again, "Nothing that concerns **you** Spider-Man!" He said before the snowball exploded, sending snow everywhere, I couldn't see a thing in the flurry, by the time it cleared he was gone. "Dammit!" I cursed, he got away! All because stupid me had to try to get his backstory out of him! Ancestors I suck!

Spyro and Cynder soon joined me, "Don't worry, I doubt he'll be coming back anytime soon after **that** beating," said Cynder, sounding quite pleased with herself.

But still, I didn't like Shocker being out there, I doubt he wouldn't want a rematch, but hey, at least I got him to back off for the time being, **and** I got to team up with not one, but **both** of the legendary dragons who took down Malefor to boot! So all and all, not a bad ending to the day all things considered.

* * *

 _ **Later…**_

 _ **Guardian's Chambers…**_

* * *

We all headed back to the temple afterwards, it was weird being in here in full Spidey gear and **not** fearing for my life, but Spyro and Cynder both assured me I wouldn't be locked up again. Cyril was there waiting for us when we got there, Spyro having just told him what had happened and that Shocker got away, "Well, hopefully we've seen the last of that horrible man," Cyril said, a hint of worry in his voice.

He then looked to me, "I guess I owe you a bit of thanks Spider-Man… for at least trying to stop The Shocker, in spite of… what we had done to you," He said, man how painful must of that been for him to admit?

I however, shook my head, "Of course I did, I learned a while ago that being Spider-Man means putting others before myself, just… please don't lock me up again," I said with a nervous laugh.

Cyril clearly still didn't like me, but was doing his best to set it aside, at least for now. "You're still a menace! But… you've still earned your freedom, needless to say I'll be lifting the bounty on your head, if only to prevent something like this from happening again," He said.

Good enough for me, at least I wouldn't have a price on my head anymore. "Now if you'll excuse me, I wish to check on my friends," He said before leaving to do just that.

Spyro then motioned for me to follow him out, we walked for a bit before Spyro broke the silence, "I know it's a bit late, but it's nice to finally meet you properly Spider-Man," Spyro said.

Nice to meet me? You're the legend here! I'm just some guy in a silly costume. "Uh.. thanks… I know this sounds kind of… embarrassing but… I'm… kinda a fan of yours actually," I said nervously, dammit Peter, why the hell would you admit that? Do you have like, **any** self awareness at all?

Spyro laughed, "I guess I should be flattered," he said, "But still, I just wanted to say… I'm glad you're using your powers to help people, I may be a "legend", but… even I can't be there for everyone, I'm glad there's someone out there looking out for them when I can't be there," He said.

My eyes widened, was… was he giving me his blessing? I tried my best not to show how excited this made me, the purple dragon himself was thanking me for protecting the city! Best… day… EVER! "That means a lot… ya know… coming from someone like you," I said.

Spyro smiled, "Despite how Cyril and the others have treated you in the past, I just want you to know that you have friends here, if you ever need our help, don't be afraid to ask," He said, "Now… I should go… I need to check on Volteer and Terrador, not to mention Cynder gets uppity with me if I'm away too long," He laughed before leaving.

I just stood there like an idiot, he just gave me his blessing… he didn't outright **say** it, but he basically did. At long last, **real** validation for my hero work! I bet wherever Uncle Ben is, he's proud of me, I swung off, I needed to get home before poor Aunt May keels over from worry… that and I could use the rest, I've had a **long** day to put it mildly.

* * *

 _ **Meanwhile…**_

* * *

I opened the door to my home with a soft creak, that could not have gone worse, I at least had the initial payment, it wasn't much, but it would at least be a start. My armor was ruined, I can't believe I let Spider-Man bring that barn down on me, I underestimated him, a mistake I wouldn't make again.

I heard a soft coughing from the bedroom, my expression faltered a bit as I went towards the door, I opened to find my small daughter still in her bed, sick, clutching a stuffed toy tightly in her weak arms, "Daddy? Are you okay? Your clothes are all ripped," she asked me in a frail voice.

I fought back the tears as I knelt down in front of her, "It's nothing sweetie, daddy just had a rough job today," I explained, I was so close to getting the gold to get her illness treated, I may have angered the guardians, but it was all worth it if I could save my little girl. "Get some rest, save your strength," I said before lightly kissing her forehead and leaving the room.

I noticed the flier for Spider-Man's bounty on the end table, I took it from it's spot, once again staring into his masked eyes, I remembered the question he had asked me before I escaped, why I would risk it all for what seemed to him to be just a few more gold pieces, if only he knew just how much was riding on that money… but he wouldn't understand… the little punk probably never had to worry about a thing in his life… how could he know the struggles of a father desperate to save what was left of his family? "If she dies Spider-Man because you stopped me from getting that money… I'm going to hold you personally responsible," I said before crumpling the paper in my hand.

* * *

 _ **A/N: Now his actions make a bit more sense right? I decided to do two chapters tonight to make up for the delays between postings, I do hope you enjoyed the "Shocker Arc" or whatever you wanna call it, Shocker has always been one of the more one dimensional Spidey badguys, so I decided to make the one in this story a bit more sympathetic, I hope I did alright.**_

 _ **If any of you have any suggestions for villains you want to see me do, please feel free to let me know, I'm always open to ideas. And I mean REAL ideas, not "This story sux and you should stop writing it lol", I'm too dumb to quit and you know it!**_


	10. Wrath of the Ape King

**Chapter 9: Wrath of the Ape King**

* * *

I hated patrols.

I've told Spyro this a million times but he **never** listens to me, I hate flying around the surrounding forests for hours looking for apes and other evil creatures that weren't there.

' _But Cynder!_ ' he'd say, ' _It's our duty to protect Warfang! You never know what might be out there!_ ', ancestors, sometimes I just wanted to squeeze his little purple neck until his head popped! It was even **worse** now that The Shocker was still out there somewhere! Spyro was worried he'd attack The Guardians again, so now we had **him** on top of everything else we normally searched the surrounding forests for.

My wings were getting tired, it was cold, I just wanted to go back to the temple. "Spyro there's nothing out there, can we head back now?" I asked.

Spyro shook his head, "Not yet, I want to make **sure** Shocker isn't making another attempt on The Guardian's lives," He said, dammit Spyro! Look, I want to keep The Guardians safe too, they were the closest thing I had to family in this world, but that didn't make the soreness in my wings magically disappear.

However, Spyro noticed something, "Hey! Down there! What's that?" He asked me, I looked around for a bit, before I noticed a lone figure limping down a dirt trail, "The look hurt! They might need help!" He said before flying towards the unknown figure. I followed closely behind, landing on the dirt trail as I saw Spyro huddled over an injured human.

He was young, a teenager if I were to hazard a guess, his hair was orange and short, his eyes a deep blue, he was bleeding all over, his clothes were stained with dried blood, he looked terrified by whatever it was that had happened to him. Spyro helped keep him on his feet as the boy's knees began to shake, "Are you alright? What happened? Where you attacked?" He asked the boy.

The boy quivered, "He… he killed them… all of them… Mom… the villagers… everyone," He said with a shaky voice, leading me to realize some of the blood on his clothes wasn't his, he had just survived a massacre from the sound of it.

Spyro being the caring dragon he was, wrapped his wings around the boy in an attempt to comfort him, "It's alright, you're safe now," He said, trying to reassure the boy.

I walked over to him, "You got a name?" I asked.

The boy stuttered for a moment, as if debating whether he wanted to answer or not, "H… Harry… Harry Osborne," he said with a stammer, I knew the name Osborne, they were a family of rich human nobles from the far off city of Glimmer, one of the few remaining human cities… well… it **was** it seemed. "E… Everyone's dead… he just… he just… slaughtered them… ancestors! I can still hear them scream! Make them stop! MAKE THEM STOP!" He screamed, holding his head and whimpering like a frightened child.

Spyro turned to me, "We need to get him to Warfang, treat his wounds, then maybe when he recovers we can find out exactly what happened," He said.

It was a good idea, Harry was clearly in no condition to answer our questions. I knew that look on his face all too well, the look of a traumatized, broken person, I've caused that look to appear on far too many faces during my time under Malefor's control, the look of a boy driven to the very brink of insanity by the horrors he had witnessed. I tried not to let the memories flood back into my head, the pain I'd caused, the horrors I'd inflicted, it was something I wishI could forget… but I'd never forget… no… never.

Spyro and I lead Harry back into the city, to get him the help he needed, although I doubted poor Harry Osborne would ever fully recover from whatever it was he had seen in Glimmer…

* * *

 _ **Meanwhile…**_

* * *

"Come on, there's gotta be a way outta here," said a thief as he scanned the area for any guards, a sack to stolen treasures slung over his massive shoulder. This was a thief I had become all too familiar with over the past few days, Flint Marco, a complete joke even by random thug standards. Though you wouldn't know that by looking at him, Marco was a huge guy, very muscular, his clothes were green rags, typical of a thief in Warfang, his hair was short and brown, his eyes small, blue, and beady.

Well, time to ruin his day for, what is it? The sixteenth time? "Oh hey Marco! Long time no see ol' buddy!" I called as I landed in front of him, startling the inept thief.

His expression dropped, "Oh no… Spider-Man! Not you again!" He whined before turning tail and legging it, with a bored sigh I shot a web right at his back, the webbing sticking to his hulking mass with an audible splat. You know, knocking Marco down over and over again really was getting boring, the guy never put up a decent fight and was dumber than a sack of hammers, never thought I'd miss the likes of Shocker, at least **he** could fight.

With one rough tug of the webline, Marco fell like a sack of bricks, the stolen items in his sack spilling onto the stone paved streets of Warfang, "Oh no! My money!" he whined as he tried to gather the trinkets back into the sack.

Of course, that just left him wide open for a kick to the dome, sending him flopping across the ground like a fish. "Seriously Marco, how many times do I have to bust you before you realize, maybe this whole crime thing isn't for you?" I asked as I started to wrap the hapless thug in webbing, leaving him for the city guard to collect, again.

I heard an applause from behind me, seeing a few Warfangians (That the term? I think it might be) applauding my latest thug nabbing. I noticed Mary Jane among the crowd, her eyes sparkling as she gazed upon her super hero crush. Man, I've waited my whole life for Mary Jane Watson to look at me like that, but all it did was break my heart knowing her eyes were for Spider-Man, not Peter Parker.

With a feint wave and a shot of a web, I left the scene. I can't believe I'm still not over this whole Mary Jane thing, you'd think I'd be happy she was finally noticing me, but it was the **wrong** me. Maybe if I just told her my identity I could fix this? No, I can't, even if I did, she'd probably lose her affections towards me knowing the only thing that laid under that mask was a loser nobody named Peter Parker.

I slumped down onto a rooftop, laying on my back staring up at the sky, right arm and leg drooping off the side. "Why me?" I whined, this whole thing was so stupid, I was jealous of **myself**! How does that even **work**?! Why can't she love **me**? Why can't she love Peter Parker? "Because I'm a boring nobody," I answered myself with a sigh. Face it Parker, the only way you're getting with Mary Jane now is with the mask on… life sucks, wear a helmet.

However, my self loathing was tabled when I saw Spyro and Cynder flying overhead, Spyro had a human cradled in his front legs, however, I recognized the human. "Harry?" I questioned.

Remember when I said I had no friends in my old human school? Well, that wasn't **entirely** true. Back when we were little kids, Harry Osborne was my best friend, we grew up together, however his father had moved him and his family out of Warfang five years ago in hopes of making it big in a human built city.

It was obvious even from where I was that Harry was a bloody mess, something in my gut told me something horrible had happened to him, I had to know what happened, so I got up and followed the two dragons to the temple, they were probably looking to get him some medical attention. I swung as fast as I could, it kinda bothered me to learn that Cynder and Spyro were faster flying than I was web swinging, that didn't bode well if I ever found myself having to chase a dragon.

Spyro and Cynder landed in front of the temple, I landed softly behind them, I got a better look at Harry as Spyro let him go, he was covered in blood, some dried and brown, something told me that wasn't just **his** blood. But what terrified me the most was the look on his face, he looked horrified, his eyes slightly twitching nervously, his pupils shrunken giving him an almost manic look. Whatever happened to him took it's toll and then some on poor Harry, which was upsetting for me, since when I knew him, Harry was always the happiest guy in the room, a big ball of sunshine, so seeing him like **this** was really hard for me.

Spyro looked Harry over, "Are you okay Harry? Can you walk?" He asked Harry, Harry said nothing, simply shrinking inwardly, sobbing softly. Harry... What happened to you?

I couldn't sit here anymore, I **had** to know what happened, "Hey guys, who's your new friend? He looks kinda… freaked out," I greeted, I had to pretend I didn't know Harry, ya know, secret identities and all.

Spyro and Cynder turned as I walked over, "He says his name is Harry Osborne," Cynder answered, "Spyro found him limping along a trail outside the city, we think he might be a survivor of a village raid," she explained.

Ancestors… no wonder Harry was freaked, there's no telling how many people he watched die. "By who?" I asked, Spyro and Cynder looked at each other, before Cynder spoke, "We don't know, Harry's too traumatized to speak," She explained.

However, Harry just shrunk more inward, "The ape king… it was the ape king… they… they just… killed everyone! The bodies… the blood… ancestors I can't get them out of my mind!" Harry cried, tears welling up in his soft blue eyes.

I felt a strange ping in my brain, as if feeling a past trauma coming on, but it passed as quickly as it came. Spyro and Cynder on the other hand, "That's the fourth human settlement they've knocked down this month," said Cynder.

Wait, hold up, "What do you mean fourth? This has happened before?" I asked, despite wearing a mask, I was still obviously a human, you'd think they would have maybe mentioned this to me before?

Spyro sighed, "The apes have been attacking human settlements for years, they're trying to rebuild their empire by re-enslaving the humans, and killing those who refuse to serve the ape king," he explained. Why did this sound so familiar? I mean, Aunt May had told me our village had been sacked by the ape king, but there was something else about it that I just couldn't grasp at. "If the apes have taken Glimmer, The Guardians need to know, Warfang may be their next target," He said.

I looked back to Harry, I doubt he cared about that as much as the fact he just lost everything in that city, his mom and dad, whatever friends he had made there, I just wanted to hug him and tell him everything was going to be okay, but Spider-Man didn't know Harry Osborne, Peter Parker did.

We all lead Harry to the Guardians chambers, the poor guy was probably never going to recover from what he saw in Glimmer, and I doubt all this questioning was going to help him any either. But if the apes **were** planning on attacking Warfang next, we needed to know.

We soon found the guardians, Volteer's leg was still injured from The Shocker's attack, as it was fastened in a sling, a bandage wrapped around his body, but despite all this he still wore his signature smile as if nothing were wrong at all. Terrador was a bit dinged up too, as he had a few bandages on his shoulders, but otherwise seemed fine. The three dragons looked to us, their faces awash with shock when they saw Harry's condition.

Volteer being the tender heart of the group was the first to faun over the injured and traumatized human, "My word! What happened to this hapless youth?! He looks downright dreadful! Traumatized, frightened, afraid, scarred-" Volteer said, playing the synonym game again.

Cyril cut him off, "We get it Volteer!" He said dryly, stopping the electric guardian in his tracks, "What **happened** to this boy?" Cyril asked.

Harry began to mumble to himself, hugging himself so tightly I could see blood begin to trickle down his frail arms as he shook violently. "His name is Harry Osborne, I found him outside of the city, apparently his city Glimmer was attacked by the ape king's forces," Spyro explained.

The Guardians looked worried, "Glimmer isn't too far from Warfang," Terrador said gravely, his fellow guardians knowing exactly what he meant by that.

If the pattern was going the way we thought it was, Warfang was next on the list, "Are we prepared for such an assault?" asked Volteer, the other guardian's faces answered for him with a resounding no, I felt a chill run up my spine, I couldn't bare the thought of Mary Jane or ancestors forbid, **Aunt May** getting caught in an ape invasion.

Terrador looked to the three of us, "Spyro, Cynder, I want you two to patrol the outer perimeter of the city, make sure no one gets in the city," He ordered the two dragons, he then looked to me, "Spider-Man, I know you aren't exactly of our employ, but I want you to keep an eye on the city's human populace, I want someone there in case Spyro and Cynder are unable to keep the apes out of the city," He told me.

Can I say right now it was **weird** being a part of Terrador's battle plan. Admittedly, I wasn't used to being on The Guardian's good side, but ever since The Shocker's attack, Terrador at least had changed his tune about me completely, Cyril still called me a menace though just in case you were hoping some of the status quo remained. "You can count on me sir," I said.

He then turned to Volteer, "Volteer, I want you to take Harry to the infirmary, he needs treatment and since you're the most injured among us, I want you out of harm's way if at all possible," He said. Volteer looked sadly to his injured arm, it must have been killing him to be sidelined like this, but he understood that Harry needed help, so he agreed, and lead Harry to the infirmary.

Terrador then turned to Cyril, "Cyril and I will scout the southern border of the city, I don't want them sneaking up on us," He said. With that, everyone left to carry out their little tasks.

Despite how dire the situation was, I couldn't help but feel a bit excited, this was the first time I'd been included in one of The Guardians big battle plans, I really felt like I mattered, but that **wasn't** important right now.

I knew that everyone I loved was in danger right now, I swung through the parts of the city with the most dense human populations, I kept at this for what felt like hours but found nothing, everything seemed to be in order on my end. I found myself hoping that maybe The Guardians were worried over nothing, I mean, it seemed kinda dumb on the apes part to attack Warfang so soon after sacking Glimmer, but then again, apes were notorious for being kinda dumb, animal like brutes so it was still a real concern regardless.

* * *

 _ **Meanwhile…**_

* * *

I knew the apes too well to think they wouldn't attack Warfang, I used to command them, they were always hungry for conquest, their hunger for bloodshed rarely sated, there's a reason Malefor once allied with them after all.

Spyro and I flew across the northern wall, looking for any sign of the ape king's armies. I knew that the fact we had humans in our city irked the ape king, after all, according to the apes, the humans were **their** property. But I wasn't about to sit by and let those damn primates attack **my** city!

Suddenly though, I saw it, the ape armies battle flags waving in the breeze, a platoon of a thousand apes at least charging into battle, their king at the rear.

This ape king was **not** the one I knew from my childhood, if you could even **call** it a childhood, no Gual had died during the Eternal Night, this was a new king, Klaw, he was every bit as hideous as his predecessor, a gnarled, musty looking ape with dark gray fur and wart covered skin. A mangled crown sat upon his head, covered in blood naturally, probably stolen from whatever poor soul had ruled over the human city he massacred beforehand.

Spyro and I quickly landed in front of the charging army, ready to waste every single one of these nasty creatures, however, the army stopped, Klaw stepping in front of his army to "talk" with us no doubt. "Ah… the "legendary" purple dragon, and our former general Cynder, how nice to finally meet you in the flesh," Klaw greeted so sickly sweet I had to resist the urge to vomit.

Spyro glared at the ape king, "We know why you're here Klaw, you aren't getting anywhere near this city! Let alone the humans inside! So you'd best just take your army and leave now," he threatened them, I knew the apes too well to think they'd take him up on it though, they were sick, twisted creatures who thrived on death and suffering, I better than anyone knew that.

Klaw's face scrunched with anger, "The humans are **ours** dragon! You stole them from us over a decade ago and we've come to reclaim them! Either they come live under my glorious empire, or they **die,** don't fool yourself into thinking you can protect them dragon, by day's end there will be no human left in Warfang, one way, or another," He threatened.

I snarled, baring my fangs, "You'll have to get through us first Klaw, and we both know you don't have what it takes," I said, apes were violent savages, but they were also hapless cannon fodder under Malefor's command, and I doubt over a decade of time had changed any of that.

Klaw laughed, "You think this is the only army I brought to Warfang?! As we speak my brothers are underneath your city, crawling within it's darkest sewers, ready to spring out of the undergrowth and ravage your precious city! Even if you slay me, you'll still lose!" He cackled.

I never expected **planning** from the apes, usually they just hurled themselves at their enemies until they either all died, or managed to overwhelm their foes, but he didn't know we **had** someone in the city too, I just hoped Spider-Man could take them.

* * *

 _ **Meanwhile…**_

* * *

I was **just** about to give up and go home when I noticed a sewer cap pop open like a cork, apes began to funnel out of it like locusts, immediately attacking anything with a pulse. "Time to do that hero thing Spidey," I said to myself before leaping into action, cracking an ape right in the skull with a dropkick. "Really guys? You make **that** kind of grand entrance and not one of you cracks an "out of the rabbit hole" joke? Talk about your missed opportunities!" I quipped before webbing another ape to the ground.

The apes quickly swarmed me, obviously seeing me as an immediate threat, "Kill the masked human!" One shouted.

I quickly dodged a sword swipe by an ape, spinning myself into a roundhouse to the back of his head, "Kill **me**? But I **love** me!" I joked before bopping one right in the nose. "Seriously guys, I know getting over your ex is hard, you write them all the time, begging them to give you another chance, buy them flowers and chocolates, but sometimes, if you really love them, you need to just let them go," I quipped and I used one ape as a spring board, landing on his buddy, before webbing him up in a nice little cocoon. "We're just not good for each other, we're hard working humans, you guys are homicidal maniacs with a god complex, it'll _never_ work!" I said as I backhanded an ape who was trying to sneak attack me.

However, they just kept coming! It seemed like, for every ten I knocked down, ten more rose from the ether to take their place! "Wow guys! You really know how to throw a party! You even brought **all** of your friends!" I joked, "Come on now, don't push, I have plenty of webs for everyone!" I added as I tried to thin their numbers with concentrated web shots.

However I bizarrely began to feel… tired… maybe I was just getting overwhelmed? I don't know, but I suddenly found it harder to shoot webbing consistently, the strands began to get thinner and weaker with every shot. "What's going on?" I asked, looking at my hand as if it had the answers.

Bad move, that few seconds allowed the apes to swarm over me like wild dogs on a carcass, teeth and claws scratched and bit down on my body, this must be what a deer feels like when it's hunted by dragons! I tried to punch and kick my way out but they just kept coming. Oh man, I'm going to die here aren't I? I couldn't even see anything anymore, the pile of apes too vast to see beyond, this really is it for me isn't it? I'm sorry Aunt May, MJ, Harry, I tried…

No… I can't give up now! This city was counting on me! I had to fight! I began to flail my limbs wildly, smacking a few apes away, the sounds of flesh hitting flesh echoed through the city streets as I fought desperately to free myself. "I'm… not… dying… HERE!" I cried as I forced my way out of the pile, my body ached, even simply breathing hurt, but I had to keep on fighting, can't… let… the apes take Warfang…

I began to toss the apes aside to free myself from the pile, clocking a few in the jaw just to get them off me. "This is… the worst… group hug… EVER!" I joked as I fought my way to freedom, in more ways than one come to think of it.

However, suddenly a stream of fire flowed over the ape pile, setting several apes merrily ablaze, my first thought was that Spyro had found me and decided to come to my aid, but the dragon that I saw fly overhead wasn't purple, he was red. "Flame!" I called out.

Flame flew over to me and pulled me out of the pile, have I mentioned how much I appreciate having a friend like Flame yet? Because right now, I **really** do! "You didn't think I was going to sit here and let my friend get swarmed by these losers did you?" Flame asked half jokingly.

Flame set me down outside of the horde of apes, "So… think you can take out more than me?" I playfully challenged Flame.

Flame smirked, "Pfft! Watch and learn hero boy," he said with a playful grin, Flame and I both launched ourselves at the horde, fire, webbing, and ape blood flew through the air as Flame and I tore through the pack of apes.

* * *

 _ **Meanwhile…**_

* * *

The dragons were easily fighting off my men, I expected that, but I hoped my unit underneath the city would get the job done while those dumb lizards were busy with the platoon outside the city…

However, some of my men can out from the hole they had dug under the eastern wall, some looked badly beaten, others bizarrely covered in webbing for some reason, I angrily stormed over to them, "What are you bumbling baboons doing?! The battle is **inside** the city!" I screamed at them.

One of the soldiers fumbled, trying to explain himself, "Sir, I… I don't know **what** he is… some… some spider-human thing is in the city, he shot webs out of his hands! We couldn't fight him!" He tried to explain.

I smacked him across the face, "I don't care **what** they have in that city! I want those humans! No… "Spider-Man" is going to rob me of my property!" I growled, the soldiers cowered, they knew not to defy the ape king! "Move! I'll deal with this, human spider thing myself! You bunch of yellow bellied cowards!" I growled as I climbed into the hole, I don't know what kind of freakish creation those dragons had in that city, but I'd break **it** along with anything else that got in my way!

* * *

 _ **Back in Warfang…**_

* * *

Soon the hoard began to thin, good thing too because my body was really starting to tire, I had no clue what was going on with my powers right now, it was almost like they were weakening with every blow. "I have three hundred and ten, how many you get so far?" I asked between breaths.

Flame began to breath heavily too, no doubt he was running low on mana from all the fire he'd been throwing, "Four hundred and eight!" He said proudly, I had super powers! How the hell was he **winning**?!

However, the horde stopped fighting, turning in the direction of the manhole they had crawled out of, suddenly a rather large and **very** ugly ape hoisted himself out of the hole, "Where is he? This "human spider" you idiots keep whining about? I'll break him in half!" he barked.

I raised a hand, "Uh, that would be me! And just fyi, the name is "Spider-Man" not "human spider"," I said, it didn't take a genius to realize this guy was in charge, given how the other apes reacted to him, probably a general or something.

The large ape grinned, "You?! A tiny little human like you frightens **my** men?! I'll crush your tiny body like a twig!" He laughed.

I took a fighting stance, "And who are you huh? The poster boy for smacking your face over and over with a frying pan? How do you even **get** to be that ugly?" I joked.

The ape snorted, "Oh we have ourselves a little comedian! Well human, let's see how funny you are once the **Ape King** breaks you in half!" He snarled.

My heart sank, he was the ape king? THE ape king? Oh boy… it seems his majesty himself has decided to try to kick my spidery butt. How swell. "Your majesty..." I said in faked reverence as I fired two weblines at him, "Allow me to give you your royal webbing," I said trying to tangle him in a web cocoon.

However, the ape king simply caught my web shots and yanked me towards him, the second I came within range he slammed his fists into my back sending me into the ground **hard**. I coughed and sputtered as I tried to get to my feet, only to be slammed back down by the king's foot.

He then leaned in close, his rancid breath assaulting my nostrils, "Not so funny now, are you "Spider-Man"?" he asked, I simply whimpered in response, "I think I'll keep your mask as a trophy after I kill you, you should be honored human," He said before stomping on my back, pain shot through every nerve in my back and down my limbs.

I heard Flame cry out, he apparently had tried to come to my aid only to get blindsided by another ape, "Give me a weapon, I'm going to end this little twerp's miserable existence," He said. One of his little friends handed him a cutlass, he twirled it in his hands before pointing it right at me, the blade was chipped in places, but still razor sharp, "Any last words Spider-Man?" He said.

I couldn't move, my body was in too much pain, this guy was strong, **too** strong… but if I **didn't** move, he'd skewer me! Come on body! Move! DAMMIT!

* * *

 **A/N: Oh hello, did I interrupt again? Don't you just HATE cliffhangers? I knew you did… I'm not sorry.**

 **Will Spidey be able to get out of this one? Or will he be the latest victim of the evil Ape King? Well you're just going to have to wait for next chapter to find out!**


	11. A City at War

**Chapter 10: A City at War**

* * *

My body was spent, every pour and every inch ached with debilitating pain, every attempt to move my beaten carcass was met with resistance in the form of agony. The Ape King's blade hung over me, threatening to end my very existence with every second passed. Part of me wondered why he didn't just do it already? Was he savoring it? Or was he simply trying to drive me insane before killing me? Neither would surprise me to be honest.

I suddenly felt the ground shake underneath me, I felt myself lifted, the Ape King lost his balance and fell over as the ground underneath me literally floated away. I was too beaten to even theorize what was happening, all I really knew for certain was my body really hurt right now. I managed to force my eyes open again to see the rocky platform I laid upon being floated towards a familiar looking earth dragon, "Spider-Man? Are you alright? Can you hear me?" asked Terrador, I was so tired, in pain… I felt positively drained.

"S' okay Terrador… I'm jus' nappin," I said groggily, in fact, sleep sounded divine right now, I felt myself drift, before only blackness remained.

* * *

Spider-Man was injured, badly, I hadn't expected the Ape King to attack the city directly, nor did I expect him to best Spider-Man so convincingly, the masked hero laid beaten on the chunk of earth I floated him upon, I had to get him out of here before the Ape King tried to finish him off. I turned to Cyril, "Think you can hold off the Ape King while I get Spider-Man to safety?" I asked him.

Cyril nodded, "That overgrown mongrel can't hope to match me," he said proudly, I resisted the urge to roll my eyes at such boasting, there were more important things at play here than a rampant ego. I trusted Cyril to be able to fight the Ape King regardless, so I let the chunk of rock lower to the ground, before hoisting Spider-Man upon my back and flying towards the temple.

Spider-Man just drooped over my back, if it was not for his rising and falling stomach I would be certain he was dead. The man who had saved my life not only once, but twice was now a broken heap, it was almost heartbreaking to see such a strong warrior reduced to such a state. But at least now he was out of danger, so he could heal in peace.

I landed in the temple hall, I lowered myself, allowing Spider-Man's body to slip off and onto the ground, "MEDIC! I NEED A MEDIC!" I called out, I didn't know how bad Spider-Man's injuries where with that costume of his. I debated unmasking him, if only to check his injuries, but he wore it for a reason, I still had my suspicions of who was under that mask, but I knew I had to respect his wishes regardless of how I felt.

I heard claws clicking against stone, Volteer hobbled over, his injured leg slowing him down considerably. It was hard seeing him like this, such a jovial dragon made to be so broken by a greedy bounty hunter. But as typical for Volteer, he never seemed to let it bother him, never losing his optimistic personality. However seeing the injured Spider-Man on the floor seemed to inhibit that a bit. "Terrador, what happened?" He asked me.

I looked to the injured hero again, he just laid there, still as stone apart from his rising and falling stomach, breathing but barely alive, "The Ape King overpowered him, would have killed him too if I hadn't intervened," I explained before turning to leave, "Take him to the infirmary, I'm going back out there to help stop this attack," I added.

However, Volteer wasn't so keen on the idea, "Terrador, you're forgetting The Shocker injured you too, if the Ape King was able to defeat Spider-Man so easily..." He began, I knew full well the risks, normally I'd be able to defeat the Ape King rather easily just like the rest of his ilk, but the injuries I sustained during The Shocker's attacks would hinder me greatly.

However, "It's a risk I'm willing to take, we've worked too hard to integrate the humans into our city, to promise them safety and protection, I will not fail them now!" I said, as a guardian, it was my job to protect the city at all costs, every living being within it's wall was my responsibility, I would die before I allowed those heathens to claim even one human from our city. "If anyone tries to get into the temple, you know what to do," I said before flying off, leaving Volteer with the injured Spider-Man.

* * *

 _ **Meanwhile…**_

* * *

I hadn't expected to be fighting the Ape King today, nor did I expect him to be as strong as he was, but in typical ape fashion, he and his cohorts had decided to gang up on me. It was so typical of these dishonorable twits to cheat to win. By themselves these mongrels were as easy to dispatch as a common house fly, but in large numbers they were much more formidable.

I was found myself being overwhelmed as they swarmed me from all sides, I fought as hard as I could, freezing as many of the savages as I could, at least if I died here, I'd take as many of these heathens with me as I could.

The Ape King laughed, "Well, if it isn't the "mighty" ice guardian, what was it you said before the earth dragon left? That I was not match for you? Seems to me it's quite the opposite," He smirked.

I growled, "Easy to win with the numbers game you brute!" I snarled, "If you really believe yourself to be stronger than me, why not take me one on one!" I added.

The Ape King laughed, "As much as I would enjoy killing you myself, I have far more important prey than you to catch," He said, "Such as the spider you denied me the right to execute," he growled.

I had no love for Spider-Man, but I hadn't forgotten how he stuck his neck out for my friends in spite of what we had done to him, I would never allow this grunting neanderthal to have him. "You'd best forget it you savage! Even if you kill me, you won't get past Terrador!" I said.

And almost as if on cue, a rock blast cut through the horde of apes that pinned me down, Terrador then landed beside me, "Are you alright Cyril?" He asked me.

I brushed myself off, "Please, these brutes could hardly hope to harm a dragon such as I," I said with confidence, Terrador smirked a little, "Now then, shall we?" I asked my earthen compatriot, he nodded, and we both began to tear through the apes, who could only hope to run back to their little holes in order to survive the onslaught.

* * *

 _ **Meanwhile…**_

* * *

My eyes slowly began to open, I was met with the stone ceiling of the dragon temple, my body was still aching with horrible pain, hell I think a rib might even be broken. I looked around and saw that I was alone in the infirmary, it seemed Terrador had brought me back to the dragon temple while I was passed out. There was a pile of spirit gems sat in the far corner, glowing brightly, I couldn't explain it, but I almost felt… drawn to them, like something in the back of my mind really wanted me to reach out to them.

However, one stinging pain flowing up my spine prevented that from ever even coming close to happening. I was hurting, and still felt that strange fatigue I had begun to experience during my fight with the apes.

Out of curiosity, I tried to shoot a web again, but nothing came, was I losing my powers? Talk about terrible timing, the city was under siege! "Dammit!" I cursed as I laid back down on the gargantuan cot I woke up upon.

I then heard the familiar sounds of dragon claws scraping against stone floors, I turned my head to see Volteer walk in, "Ah splendid, you're awake, I was beginning to worry you might have perished," He said. "Dare I ask how you're feeling?" He then asked, sitting himself next to me.

I groaned a bit, "About as well as you'd think, everything hurts… and worse," I said, looking at my hand, "I think my powers are gone," I added.

Volteer tilted his head, "Are you certain?" He asked me. So I demonstrated, I tried to shoot a web again, and once again nothing came out, "Bizarre," Volteer puzzled, he took my arm in his claws and began to squeeze up and down my forearm, as if checking for something, "How curious, I can still feel the spinnerets in your arms," He said.

I have spinnerets? Well I suppose the webbing had to come from somewhere right? But this meant I was still very much Spider-Man, but why weren't my powers working then? "If I still have spinnerets, then… how come no webbing is coming out? And… why do I still feel so weak?" I asked, still feeling the weakness from before.

Volteer started to think it over for a moment, "Spider-Man, I know this question may sound odd, but when exactly did you start to feel this onset of enfeeblement?" he asked me. Enfeeblement? Okay, I considered myself a pretty well read guy, but who uses a world like " _enfeeblement_ "?

No no! Focus Spidey, there's more important concerns right now than Volteer's weird vocabulary quirks, "It started while I was fighting the apes, I was using my webbing to trap as many as I could and I started to feel drained," I began, "It got worse as the fight went on, and by the time the Ape King had entered the fight, well you know the rest," I explained. Losing to the Ape King was probably more embarrassing for me than it should have been. I mean, he was the king for a reason, but still, losing to an ape didn't exactly sit well with me.

However, as I pondered my defeat, Volteer pondered something else, he then moved over to the pile of spirit gems, plucking a bright green one from the pile and hopping himself back over to me since his one free front leg was currently in a sling. What was he doing? Without a word he pressed the gem against my chest, "Uh… what are you doing?" I asked.

However, Volteer continued to hole the gem in it's place, "I'm testing a theory," he answered simply. You didn't have to be a dragon geek like me to know that spirit gems only worked on dragons, it was pretty common knowledge actually, so I had no clue what he was thinking right now.

However, to the surprise of both of us, the gem began to sink into my chest, as if it were being absorbed into my flesh. I felt a sudden rush of power course through my body, the fatigue had vanished completely. Volteer's eyes widened, "Extraordinary!" He commented, his eyes filled with wonder. "Spider-Man, how exactly did you acquire your spider powers?" He asked me.

I blinked, "Would you believe a spider bit me?" I asked, Volteer gave me this confused look, so I elaborated, "After I had gotten bitten, The Chronicler summoned me… he said that someone had used some kind of potion on the spider that bit me, giving me it's powers," I said.

Volteer grew a shocked expression, "You saw The Chronicler? It must have been quite important if he went through the trouble of summoning you," He said, I still didn't get why he asked me about it though, "But more to the point, if what you're saying is true, then I believe that potion used on that spider might have been crafted using dragon magic," He explained.

I just stared at the spot the gem used to be, in shock of what had just happened, "You mean to tell me that my spider powers are based on dragon magic? If that's the case, then why aren't I breathing fire or something?" I asked.

Volteer thought it over for a moment, "The spider's abilities must be acting as your "element", when you were over using your webbing, it must have drained your mana, that's why you were unable to spin more webbing, because you had no mana in which to craft it from," he theorized.

It made an insane sort of sense, I was in some semblance, a dragon with a spider element, in a human body. So I was a three way abomination basically, how nice. However, I began to think about it more, remembering The Vulture having grown his wings seemingly out of nowhere, it made me wonder, "Come to think of it," I began, "The Vulture had grown a pair of wings and talons before he attacked the temple, you don't think the same person used the same potion on Toomes do you?" I theorized.

Volteer thought about it for a moment, "It's very possible, after imprisoning him he had mentioned someone splashing him with a strange substance, but we all just shrugged it off as nonsensical ramblings and left it at that," He explained, "But if what you theorize is true and this mystery person is still out there, this attack may be the least of our worries," he said.

Oh ancestors! The attack! Flame's still out there! "I have to go back out there! The city-" I began, trying to get up but despite having my powers back, that didn't mean my wounds were healed, so trying to get up caused a surge of horrible pain to course through my body.

Volteer shook his head, "You're not going anywhere in **that** condition," he said sternly, "You need to heal, besides, I'm sure Terrador and Cyril can handle the apes, and Spyro and Cynder are still out there as well, I think you can afford to rest a little," He said, trying to reassure me. He was probably right in fairness, but I still couldn't accept leaving my only real friend to the mercy of the ape armies.

However, my spider sense went off, Volteer noticed my sudden alertness, "What is it?" He asked me.

I scanned the room, "My Spider-Sense, it warns me when danger is nearby," I explained. However, no sooner after I explained this did said danger make itself known, as a loud crashing sound was heard nearby, and worse, a familiar voice crying out. "HARRY!" I called out almost instinctively, I sprang up, ignoring the intense pain this caused my body.

Volteer and I both rushed to the source of the scream, only to find the Ape King himself holding Harry by the arm, "Funny, I sneaked out of the fight with the two guardians in hopes of finding **you** Spider-Man, only to find the one little whelpling from Glimmer that managed to escape me," He said.

No way, I wasn't going to let this monster hurt Harry anymore than he already had, "Let him go Ape King! You want me? Well here I am!" I said, hoping his coming here for me was more important to him than Harry.

However, "Please, you think you can defeat me? I remember our last encounter didn't end so well for you Spider-Man," He said before tossing Harry aside, "But if you insist on dying today, who am I deny you your wish?" He said before charging me.

I barely managed to get out of the way before the hulking brute could flatten me, "You're outnumbered here Ape King! You can't possibly beat both me **and** Volteer! Just surrender now and you can walk away!" I said, hoping the idea of fighting both me and Volteer would be enough to get him to rethink fighting me.

However, of course, in typical ape fashion, "Please! You think a wannabe hero and an injured dragon are enough to get Klaw, the great Ape King to surrender? I'll kill you both easily!" He boasted.

Crap, well, I guess we do this the hard way then, I began to flip my way towards Klaw, managing to dodge one of his punches before throwing one of my own to his lower jaw, he staggered back, but quickly smacked me with a right hook, sending me flying into the far wall. "You've got guts spider, I'll give you that much, but you're no match for me," He said before getting struck by a lightening shot from Volteer.

I got up, "Look at you all lit up Klaw," I joked, "Bet you're **really** wishing you'd stayed home today huh?" I asked before throwing a spinning jump kick at Klaw's head, hitting him right above the temple, knocking him down.

However, Klaw got right back up, scoring a clean uppercut to my jaw, taking me off my feet and causing me to crash down onto the floor with a loud thud. Volteer took the opening and launched himself at Klaw, shoulder checking the large ape into the far wall, however the impact irritated his injured leg, causing him to clutch it.

I couldn't let Volteer stay in this fight, there's no telling what damage he'd be doing to his broken leg, not to mention poor Harry was at risk of getting caught in the crossfire, "Volteer! Get Harry to safety! I'll handle this guy," I said.

Volteer naturally wasn't keen on this plan, "I'm not leaving you!" He objected. "Don't think because I'm injured I need to be babied! I can handle myself," He added, seeing right through my words.

However it wasn't a risk I was willing to take, "You may be able to, but Harry can't! You have to get him out of here before he gets caught in the crossfire!" I argued before just barely dodging a right hand from Klaw.

Volteer looked over to the cowering Harry, realizing I was right, he turned to me, "I'm coming back for you," He said before grabbing Harry and running off.

With Volteer and Harry out of harm's way, I could focus squarely on Klaw, who was currently laughing, "How noble of you Spider-Man, getting the injured and the helpless out of the way, but you've also taken away the only advantage you had in this fight, you're an idiot Spider-Man, and soon to be a **dead** idiot!" He said, oh like an ape had any right to call anyone stupid, they were known to fire themselves out of **cannons** at their enemies! Truly my intellectual superiors these fine creatures!

Klaw and I began to fight, trading blows, me being more careful not to overuse my webbing if I could avoid it, but man was it making things a bit harder as, while I had super powers, Klaw had experience on his side, and power too considering he hit harder than a mountain. But I had speed on **my** side, all that hulking mass took him a while to move, giving me a few openings to exploit.

Punch after punch, blow after blow, we both kept wailing on each other until Klaw began to get the upper hand, he pinned me to the ground by the throat, trying to choke the life out of me, "I told you you couldn't beat me Spider-Man! Now die! DIE! Die like the worthless piece of trash you are!" He screamed.

I needed to think of something, wrenching myself free was out of the question, he was way too strong, I needed to take away his focus, I noticed a lit torch off to the side, I shot a web at it and yanked it towards us, the torch flew until it hit Klaw's side, setting his gnarled fur ablaze. He screamed as the fire burned his shoulder, it was an opening, so I took it. I hit him with a right hook, then a left, then a right again, then another punch, and another, and another, I kept raining blows on the Ape King until eventually, he fell onto his back, smothering the flames underneath his weight.

I stood over the now unconscious ape king, victorious, beaten to hell, but victorious. As if on cue, Volteer returned, seeing the Ape King defeated and on the floor, he seemed surprised, but relieved at the same time. I had to ask the important question, "Is it over now?" I asked between breaths, that fight had taken everything out of me, I doubted I could keep fighting right now.

Volteer nodded, "Once the apes find out their king has fallen, they'll retreat back into their holes like the cowards they are," he said, his cold expression quickly lifted into a more concerned one, "Are **you** alright? You look like you're about to keel over any second now," He asked.

I waved it off, "I'll be fine, after all… just another day in the life of your friendly neighborhood Spider-Man right?" I said, if I weren't wearing a mask, Volteer would have seen a big dumb grin crawl across my face. However, I turned towards the Ape King, "What do we do with him?" I asked.

Volteer glared at the downed ape, "That remains to be seen, more than likely we'll simply lock him away, possibly even press him for information, either way we won't have to worry about him for a long time," He said.

After webbing him up and having Volteer carry his unconscious carcass on his back, we went back to the main hall to find the other dragons there waiting for us, Terrador approaching us, "The apes retreated the second the battle turned in our favor, the cowards," He said before noticing Klaw webbed up on Volteer's back, "Is that-?" He questioned.

Volteer smiled, "The Ape King? Why yes it is, our friend Spider-Man here managed to defeat him quite soundly I might add," He said, I disagree, I **barely** won that fight as far as I was concerned. But hey, I still won so who cares right?

Terrador smirked, "You never cease to impress me young spider," he said before turning to Volteer, "We should lock him in the dungeon, without their king perhaps the ape armies will cease their attacks on the human settlements?" he suggested, I'd like to hope so, but somehow I had the sinking feeling I haven't seen the last of the ape armies…

* * *

 _ **Later…**_

* * *

After the dust had settled and whatever apes remained had been either taken down or fled, a quiet calm had fallen over the city, leaving me and Flame to watch the setting sun, both of us hurting quite a bit from the fight, "So you actually managed to beat the Ape King? Awesome," Flame commented.

I didn't **feel** awesome though, "Yeah, and I'll probably be feeling it until I'm forty," I joked, "Some good came out of it though, I learned a bit about the nature of my powers at least," I said, I had explained earlier to Flame about my little discovery in the infirmary, but I still found it a bit much to take in, knowing there was more to my powers than random chance didn't sit that well with me.

Flame seemed to feel the same way, "You think we'll ever find the guy behind the potion?" He asked me.

To be honest, I had no clue how I would even **begin** to look for the guy, I knew nothing about him aside from what The Chronicler had told me, and it wasn't much to put it nicely. "I dunno, I'm just hoping he doesn't decide to do any more experiments if you catch my drift," I said, I knew better than to think that the guy was done making super humans, something in my gut told me he was out there somewhere, planning his next move.

* * *

 _ **Meanwhile…**_

* * *

The raid was a failure, not only had we failed to take all the humans of Warfang, but we lost our king! Granted, it was a kind of blessing in disguise since I doubt any of us would have survived his wrath if he hadn't been captured, Klaw never tolerated failure, and this was a pretty big failure.

"What do we do now Argil?" One of the other apes asked me, I had no clue. There was no way we could take Warfang after losing so many apes, and without Klaw's leadership, I doubt we could take any other human settlement.

"I'll tell you what you can do,"

We all froze as a figure appeared from the darkness, a tall figure in a black hooded robe, "You can serve **me** instead of fumbling in the dark looking to get killed by the dragons," He said.

One of the apes laughed, "Who does this clown think he is? We don't serve nobody anymore!" He laughed, the others soon joined in his laughter, the nerve of this hooded weirdo, thinking he could just walk up to us and claim to be our new boss!

However, the stranger stretched out his hand, a fire ball forming within his palm, it shot out, making a chilling screaming noise as it made contact with the laughing ape, he screamed in agony as the fires burned him where he stood, reducing him to cinders almost instantly, "Anyone **else** want to object?" the stranger asked.

There was no more laughter, only fear, who was this guy? **What** was this guy?! The hooded man laughed, "I thought as much, you apes enslaved humanity for centuries, but I won't hold that against you for now, as you prove quite useful to me right now," He explained.

So this guy was a human? Somehow… he didn't look it, something about the way his eye glowed, the shape of his hand, it wasn't human, at least… not anymore, "Allow me to introduce myself, I am The Sorcerer, at least, that's my name as far as **you** lot are concerned," He said, "My goal is a simple one, the complete destruction of the dragon race, for too long we've all lived under their oppressive claws, their false benevolence," He continued.

This guy came off a bit crazy, but I wasn't stupid enough to antagonize the guy who just incinerated someone right in front of me, "However, someone has become a serious thorn in my side, you lot might be familiar with him? The Spider-Man?" He said.

I had heard some of the apes mention that name, I never saw him myself, I had been a part of the platoon attacking the front gate. But I knew enough about him to know he played a sizable part in this failure of a raid. The stranger produced some kind of vial from his robe, "I've been trying to empower my fellow humans with this potion, crafted from dragon magic, however, it seems the dark magic didn't take as much hold over Spider-Man as I thought, and The Vulture was too consumed by his own hatred of a certain dragon and found himself captured, needless to say I need time to perfect my formula," He explained before putting it away, "That's were **you** bumbling primates come in, I need test subjects, and aside from today's little blunder, you all seem quite good at capturing humans," He said.

I turned to one of the other apes, "Did we manage to get any humans during today's raid?" I asked, normally I wouldn't even be humoring this idiot, but again, he incinerated one of our apes so I really didn't want to get on his bad side.

"We did get one!"

We all stopped to see two apes drag a semi conscious human towards us, a blonde male in red leather armor, two swords strapped to his back, "We found him just outside the city, he managed to kill a few of us, but we managed to overpower him eventually," one of the apes explained.

The Sorcerer looked over the human, "I've seen your face before, Wade Wilson is it? The famous Merc with a Mouth, yes… you'll do..." he said before turning to the apes restraining him, "Bring him along, once we reach my stronghold I can begin my work," He said before walking off, intending for us to follow.

Not wanting to be killed, we all followed, we'd serve this lunatic for now, once we got rid of the dragons though… **we'd** be the ones filling the power vacuum…

* * *

 **A/N: Finally got this chapter done, have I mentioned before how much I hate cold season? Because I really do… hard to focus on writing with a stuffed nose and coughing all the time… god dammit.**

 **Those who are comic savvy may already have an idea on what fate awaits Wade, but for those of you less familiar with Marvel comics, well… you'll see.**


	12. Hunting Season

**Chapter 1** **1** : **Hunting Season**

* * *

 _ **Somewhere in the deep swamps of the Dragon Realms...**_

* * *

The sounds of my knife plunging into the thorax of a giant Bulb Spider echoed throughout the swamp, another successful kill by Sergei Kravenoff, or Kraven the Hunter as I'd become known throughout the land. I had come to this swamp in hopes of finding worthy prey, but instead only found worthless Frogweeds and pathetic dragonflies. This lone Bulb Spider was the only beast that came close to satisfying my hunger for a worthwhile hunt. "Worthless, barely even put up a fight," I scoffed as I removed my knife from the beast's body.

There was nothing else to my life besides the hunt, it was what I breathed for, **lived** for, and now I found myself unsatisfied with any beast unfortunate enough to cross my path. I needed a real challenge, something that would stimulate me like the old days. But what creature could possible provide a challenge for Kraven the Hunter?

Suddenly a large shadow passed over me, I looked up to find a purple dragon flying steadily overhead, his mighty wings beating every so often, in my travels I had heard many stories of this beast, the most powerful of all creatures, able to bend every element to it's whim, such a powerful beast indeed, it was carrying the carcass of a recently killed deer, such a simplistic choice of prey for such a powerful creature, dumb and weak, I had abandoned such prey years ago…

My eyes suddenly widened in realization, this was no mere chance encounter, it was a sign! A revelation of my true calling! The ultimate challenge! The ultimate hunt! Yes… the purple dragon would finally provide me with the challenge I so desperately desired. Once I fell this mighty beast I would finally prove to the world that I **am** the greatest hunter in all the land!

I followed the beast as it flew through the air, stalking my new prey, few dared to try hunting dragons, even the common lot were strong beasts, able to defeat men in seconds, but I was no mere man, I was Kraven! I had mastered nature, unlocked all of it's secrets, I removed a vile from my coat, a potion created from various herbs and a pinch of dark magic, it increased my strength and speed considerably, I'd need it to take this creature.

Soon the dragon landed, possibly to eat it's kill, my heart began to race, the excitement I had longed for finally returning, oh what a glorious battle I'd have with such prey! I removed a blow dart tube from my coat along with a poison tipped dart, the poison would not kill the beast, that would be too simple, it was a muscle relaxant, normally it would simply slow the prey down, but to a dragon, it would cut them off from their elements entirely… making things far more level for me.

* * *

Things had calmed down considerably since the ape invasion of Warfang, Spider-Man taking down the Ape King had seemingly caused the apes to crawl back under whatever hole they had crawled out of, I have to say it was nice being able to simply hunt in my old stomping grounds without having to worry about being ambushed by apes.

I couldn't help but feel at peace as I dug into the buck I had managed to take out, I felt almost carefree for the first time in a long while, it was a perfect day for me, nice weather, peace in the city, a nice meal to dig into, yeah… everything was coming up Spyro.

 _ **Thupt!**_

I suddenly felt something sharp poke into my neck, at first I thought it was a mosquito, but I suddenly began to feel a bit drowsy, almost sleepy, someone shot me with something, I began to feel around my neck to try to see if I could find the object, I found something fuzzy and yanked it out, in my claws was some kind of blow dart, decorated with some kind of green fuzz.

"It's a simple muscle relaxant," A voice rang from the wilderness, gruff and slightly accented, suddenly a figure stepped out from the bushes, a middle aged human with raven black hair and matching mustache, he wore leopard print pants, animal skin boots, and a vest seemingly crafted from the had of a lion. "It won't kill you, it will simply deprive you of your elemental abilities," He continued, it wasn't exactly hard to figure out this man was the one who shot me with the dart, but why? What did I ever do to him?

The man twirled a knife in his hand, "But I am anything if not sporting, I will give you a ten second head start before I begin the hunt, I suggest you use it wisely," He said, he was hunting me? Why?! I didn't have time to really think it over too much, I needed to get out of here before this maniac killed me.

I tried to fly, but my wings could barely move, "No use trying to fly, the relaxant has weakened your wings to the point of uselessness, you being able to fly out of my reach wouldn't be very sporting would it?" the hunter said. Dammit! I'd have to run on foot, I had to get to Warfang, no way would this psycho follow me there right? I began to run, the poison had weakened my body considerably, but I had to power through it, to think today had started off so well…

* * *

 _ **Later…**_

 _ **Warfang, Noon...**_

* * *

Nothing like a beautiful day in Warfang to really brighten up your spirits, after the ape attack it seemed the city's criminal element had taken to hiding for a bit, making me almost wonder why I was spending my day off from school being Spider-Man instead of at home as Peter Parker? Who knows, maybe I just wanted to enjoy a bright, sunny day, web swinging through Warfang. Nothing could ruin this day…

"Spider-Man!"

Why did I say that? You never say nothing can go wrong, the ancestors seem to take that as a challenge and immediately ruin your day, I landed on a nearby rooftop only to see an all too familiar black dragoness land right behind me, "Cynder? What's up?" I asked.

The dragoness sat herself down, "I don't suppose you've seen Spyro anywhere have you?" She asked me.

I raised an eyebrow, "No… why is there something wrong?" I asked simply.

Cynder shook her head, "He told me he was going hunting this morning, but he's been gone for three hours now and I'm beginning to worry something bad might have happened," She explained.

I didn't really know how to respond, I wasn't exactly Spyro's keeper, how the hell was I supposed to know where he was? "Maybe he just got lost?" I suggested, "Spyro's a tough guy, I doubt he could get himself in a bind he couldn't get out of," I added, hoping to at least put her at ease.

Cynder however shook her head, "I just have this feeling… like something is wrong… if you see him, let me know okay?" She asked.

I nodded, "If he turns up I'll tell him you're looking for him," I said. Satisfied, Cynder flew off, I admit, I didn't know Spyro too well, I'd only been acquainted with him for a few weeks now, so I had no clue if he had a habit of vanishing or not, but something made me feel that same gut feeling Cynder had, that something wasn't quite right.

I decided searching around the city for him would at least help put me at ease, I liked to think Spyro was strong enough to get himself out any problem I could hope to help him with, but ya know… great responsibility and all that. Besides, it gave me an excuse to enjoy the weather a little more so I wasn't going to complain.

However, after about an hour I found no sign of the purple dragon, I began to feel a tinge of worry creep up on me, maybe Cynder was right to be concerned? Maybe I should expand my search to outside the city? I swung over to the city gates, I rarely ventured outside of the city, it wasn't exactly prime web swinging country if you catch my drift.

I landed in front of the entrance to the swamp, Cynder had mentioned to me once that it was Spyro's favorite hunting location, so if I was going to find him, it'd be in here, "A quick little comb over of the swamps should do, if I don't find him here, **then** maybe I can start worrying," I said to myself. Yeah Pete, when has anything ever been **that** simple for you? I began to swing through the swamp, the low trees had made this rather difficult, but I wasn't about to soil my costume in the marsh so I had to at least try.

I had heard horror stories about the swamp, the giant frogweeds that ate poor, unsuspecting travelers, the giant bulb spiders (something I was sadly all too familiar with), so searching for Spyro in **this** deathtrap was going to be oh so fun… why couldn't he hunt in a nice, happy, flower field with fluffy bunnies who just want to give you cuddles?

I scanned around the marsh, looking for any sign of Spyro, "Spyro? Buddy? You out there? Your girlfriend is getting a bit worried!" I called out, no response, I was beginning to feel like I was wasting my time when suddenly I saw a speck of purple just out of the corner of my eye.

I turned myself around, doubling back until I found the spot I saw it, and well… I found Spyro… and boy… did he look bad.

He was filthy, but that wasn't the part that worried me, he was visibly shaking, his eyes looked tired, but somewhat crazed, with dilated pupils constantly darting in all directions, he was spooked and badly, what on earth could frighten a dragon like Spyro to **this** degree? I don't think I want to find out, but I was going to have to, "Spyro?" I called.

Spyro jumped, even screamed a little, however he calmed down **slightly** when he saw it was me, "Sp… Spider-Man? Th… that really you?" He said timidly, he was still completely spooked, but by what remained to be seen.

I cautiously approached, "Well if not I've been wearing the wrong costume for about four months," I joked, trying to break the tension in hopes of calming the purple dragon down if even a little bit, it sadly didn't work as Spyro was still freaked out.

He cautiously looked behind him, "You've gotta help me! He's after me! I don't know why but he's after me!" He said, clearly still too freaked out to even think clearly, let alone explain what was going on.

"Calm down Spyro, **who's** after you? The Apes? The Shocker? Please don't say Malefor…" I said, more joking about that last one, but if it **was** the old Dark Master then this had officially gone from a good day, to the worst **ever**.

Spyro shook his head though, "I don't know who he is! B… But he hit me with this blow dart that took away my mana and sapped my strength! I can't even **fly**! You gotta help me!" He said, well whoever it was that was attacking poor Spyro here wasn't anyone we've encountered before, so who was it?

I looked around, checking to see if I could find anyone there before continuing our conversation, "We need to get you back to Warfang, whoever is after you won't follow us there," I said, I knew it wasn't going to be that simple, it **never** was, but I needed to at least **try** to calm Spyro down, he would be more of a hindrance than a help in this state.

However, my Spider-Sense suddenly went off, "GET DOWN!" I said, Spyro and I both ducked, a knife plunging itself into a nearby tree.

"Interloper!"

I looked up to see a human in leopard print pants walk onto the scene, wait, **this** was the guy that had Spyro so freaked out? He looked like a total tool! "This hunt does not concern you masked one! My business is with the purple dragon!" He scolded me.

I slowly got up, "Okay mister jungle man," I said, "Who are you? Why go after Spyro? What made you think _that_ get up was okay?!" I asked him. However, the man simply kicked me away, far stronger than I expected as it was enough to knock me off my feet.

The man twirled a knife in his hand, "If you must know, I am Kraven! As for my reasons, I am hunting the purple dragon, he is my prey, that is all there is to it, now LEAVE!" he explained before grabbing me by the neck and tossing me a good ten feet through the air, sending me into a bush.

Man, this guy was pretty strong for a squishy human, and a few books short of a library if you catch my drift. Why in the name of the ancestors would you hunt the purple dragon of legend?! Whatever his insane reasons were, I had to stop him, I can't let him kill Spyro!

Speaking of, Spyro exploded from the bushes, running as fast as his legs could carry him, Kraven in hot pursuit, was he running on all fours?…. Holey crap he **was**! What is this guy? Some kind of loony animal man?! Ugh… why do I always find the **weirdos**? "Excuse me! You have a license to hunt purple dragons?! I didn't **think** so buster!" I called out as I gave chase.

This Kraven guy was fast, almost inhumanly so, poor Spyro just couldn't seem to shake this lunatic! I shot a webline at Kraven, snagging him in the back, with a hard tug he fell right on his rear, allowing Spyro to put some distance between him and Kraven. I landed behind the mad hunter, "Okay you weird animal… hunter… guy… your little hunt is over!" I said before going to knock this twit out with a huge right hand.

However, Kraven saw it coming, catching my fist and flipping me over his back, sending me to the ground, **hard**. "I grow tired of your meddling masked one!" He said before he suddenly stuck me with something sharp, I quickly elbowed him to get him off.

I ripped the object out of my neck, revealing it to be some kind of blow dart, "OW! Hey, didn't your mom tell you it isn't nice to stab Spider-Men with weird objects?!" I objected, tossing the dart to the ground before my head started to suddenly feel light and woozy, oh man he poisoned me didn't he?

Kraven grinned, "Spider-Man huh? I've heard of you, but believed you to be mere myth, truly this is a glorious day, two rare hunts for the price of one!" He said, oh great, he's heard of me, how swell. "However, you will have to wait for another day Spider-Man, I have far greater prey to hunt right now… sleep well..." He said before running off.

I found myself struggling to stay conscious, what did the hell did he hit me with?! Whatever it was, it was making it progressively harder to stay awake, I found myself fading, everything enveloped in inky blackness, dammit no! Spyro needs me! I can't…. I can't… ugh…

* * *

 _ **Later…**_

* * *

"Spider-Man?! SPIDER-MAN!"

I slowly opened my eyes, "Is that you Mary Jane? Why you out here? Dis is no place fer pretty gurls," I said groggily, my head was murky, I couldn't think straight, my thoughts just a garbled mess, my vision was just as blurry, everything around me resembling inky blobs of various colors.

I suddenly felt something hard strike me in the face, "Snap out of it hero boy!" said a familiar voice, my vision suddenly cleared, I was met with the annoyed face of Cynder. "What happened?! You've been gone for four hours! I spent two of those hours trying to find you!" She asked.

I shook myself awake, trying to get a firm grasp on my thoughts, to remember what had happened before my little nap, "Spyro's being hunted by some crazed hunter guy named Kraven, he… he stuck me with something and well… you can figure out the rest," I explained.

I felt my strength begin to return to my body, "He hit Spyro with some kind of muscle relaxant that sapped his powers, we have to find him before Kraven does," I said. However Cynder was **giggling** for some reason, you'd think she'd be more concerned that her boyfriend was being hunted by some psycho. "What?" I asked.

She looked at me, "You gonna tell me who Mary Jane is?" She asked, my blood ran cold, it seemed in my semi conscious state I had almost blown my secret identity, "The way you were mumbling about her when I found you, it sounds like you **like** her," she teased me.

Dude! Time and place Cynder! "Did we forget that some maniac is trying to kill Spyro?!" I said, more trying to get her to stop embarrassing me than anything, I was quite flustered to say the least.

Cynder giggled a little, "Alright… You've got a point, we should focus on stopping this Kraven guy, but you know, I'm **going** to find out about this "Mary Jane" at some point Spider-Man," She said before taking flight, I swung after her. You know, this was the **last** thing I needed right now! Thanks brain for giving Cynder something to tease me with! Really appreciate it you **traitor**!

Cynder and I moved through the marsh, I couldn't see any sign of Spyro **or** Kraven, there's no telling what had happened since I was knocked out, what state Spyro was in, he could be already dead for all I knew. No no! Can't think like that, he's alive, I know it.

Suddenly my spider sense went off again, I heard the sounds of thin wire being cut, booby trap! "Cynder watch out!" I said, without thinking I zipped myself upwards, tackling the black dragoness before a volley of sharp daggers just barely missed her. We both crashed to the ground, tumbling against the muddy floor of the swamp until finally skidding to a stop. "Kraven must have the entire swamp booby trapped," I theorized.

Cynder blinked, clearly a bit shaken from nearly becoming a pin cushion. But she quickly collected herself, "Then we need to find Spyro quickly, I know him too well to think he won't blunder into one of Kraven's little surprises." she added.

I hated this, why was Kraven doing all of this? Spyro helped save the world! Why hunt him down like an animal? Just for the sport of it? It was really messed up if you really stopped to think about it. But I wasn't about to let Spyro get killed, especially not by a guy who wore leopard print unironically, yeesh.

* * *

 _ **Meanwhile…**_

* * *

I had no clue how long I've been running, I was beginning to feel my strength returning though, I tested my breath powers again, dammit still nothing! But this was a good sign, Kraven's poison was beginning to wear off. But there was still so much working against me right now, I knew Kraven had the swamps booby trapped, I almost fell into a pit a few minutes ago.

I did feel a little better knowing Spider-Man was here, it was comforting having a friend out here, although I haven't seen any sign of him since we first found each other out here. I hope Kraven didn't… no… can't think like that, need to stay positive! Keep it together Spyro, you can get out of this! You always do.

"Spyro?"

I jumped, fearing Kraven had found me again, however, the sight of a familiar looking glowing speck set me at ease, it was just Sparx, "Sparx! You scared me," I commented as my foster brother flew in closer.

"What are you doing out here? I thought you headed back to Warfang?" He questioned, however he grew a concerned look when he noticed my psychical condition, "Yikes, what happened to you? You look awful, well… more so than usual," He asked, I tried my best not to take offense to that.

However, suddenly I felt something wrap itself around my legs, causing me to lose my balance and fall to the ground. I looked to see my legs were trapped by some kind of rope attached to two metal balls, wrapped around all four legs meaning I was trapped.

And of course, who else but Kraven would appear from the darkness, a huge smirk on his face, "You're a tenacious one I'll give you that much dragon, but no one escapes Kraven the Hunter," He boasted, man did I wish I had my breath powers back, so I could burn that smug grin right off his stupid face!

Sparx flew right in Kraven's path, "Excuse me! Do you mind telling me why you're hunting my brother? You… butt ugly… vaguely foreign weirdo? Is it because you have an ugly sag face and have no friends?" Sparx asked. He was buying me time! I began to try to wrench at least one of my limbs free while Sparx kept Kraven busy.

Kraven swatted at Sparx, "Away with you pest! No one interferes with my hunt!" He growled, Sparx effortlessly dodging each swipe, this wasn't going to work for much longer, I needed to get myself free and fast before Kraven caught on to what was happening.

Forget untying this mess, I just began to chew at it with my teeth, contorting my body enough to get within chewing range was horrendously uncomfortable, but it was better than being mounted on Kraven's wall, so I'd just have to deal. The rope began to snap and fray, as strong as it was, it was no match for sharp dragon teeth. Eventually it snapped, and I was free, I wasted no time in running.

"Dammit! NO!" Kraven protested, thanks Sparx, I owe you one.

* * *

 _ **Meanwhile…**_

* * *

Finding Spyro was taking far longer than I liked, every second I let pass gave Kraven another chance to kill him, however my panic wasn't anywhere near Cynder's, I could see the pure fear in her eyes, no doubt thinking the same thing I was, that if we didn't find Spyro soon he was good as dead.

This was all so stupid, Spyro defeated Malefor! But yet he was going to die not by the apes, the Dark Master, but some weirdo hunter who was bored one day and decided to go dragon hunting! I kept swinging, swinging in such a place had never gotten any easier for me, I wasn't used to swinging so low to the ground, but it was faster than walking, and right now, every second counted.

However, I noticed something glowing in the distance, a tiny speck, however as it drew closer I could hear someone screaming, "Help! HELP ME! He's gonna kill me!" a voice whined, the speck flew right up to me, revealing it was a dragonfly, "Hey! Weird dude in the mask! You gotta help me! This crazy hunter guy is trying to kill my bro, and now he's after **me** because I let him get away!" he said in a panic before cowering behind me.

I had no clue how to react to this, who are you again? However, Cynder came in for a landing, "Nice to see you too Sparx," She said dryly. Sparx? She knew this guy? Cynder noticed my confusion, "Sparx is Spyro's foster brother," she explained. How a dragonfly could possibly be a foster brother to a dragon I'd never know, but if he was Spyro's brother, and he claimed that some crazed hunter was after him for letting Spyro get away, then that means…

Yup, there he was, Kraven the Hunter, brandishing a knife and a crazed look in his eyes, "YOU!" he growled as he saw me, "I've had enough of you and the insect's interference! NO ONE STOPS KRAVEN'S HUNT!" he roared.

"Uh, quick question," I said, "Which one of us is the insect? Because if you mean me, that's actually a common misconception, spiders are actually arachnids not-" I began before Kraven suddenly launched himself at me, I just barely got out of the way, Sparx for whatever reason following my closely, why he wouldn't seek the much larger Cynder as a meat shield I'd never know. But I couldn't focus on that right now, I had to take Kraven down, "Okay! You don't want a science lesson, message received!" I joked.

Kraven began to take more swings at me, I managed to dodge each one before scoring a nice uppercut to his jaw, "You think you can defeat Kraven the Hunter?" he said before reaching into his vest for something, he produced some kind of vial with a red liquid inside, he popped the cork out and took a swig before placing it back in his vest, "None have more knowledge of nature and it's secrets more than I," He said before he suddenly clocked me right in the head with a huge haymaker, sending me crashing into a nearby tree.

Man, for a crazy hunter, he hits pretty hard. It must have been that vial he drank from, it must be some kind of magic potion! Man, as if this wasn't hard enough right?

Cynder quickly launched her own attack, taking several swipes at the mad hunter, "Why?! Why are you attacking Spyro?! What's your game?!" She growled as Kraven dodged each one before smacking her away with a backhanded blow.

"Game is the exact reason!" He said as she hit the ground, "The greatest game of all! Already this hunt provides me with more excitement than I've felt in years! A true challenge worthy of Sergei Kravenoff!" He boasted.

Oh so he's hunting Spyro for stupid reasons, you know I was kinda joking when I theorized he was doing this because he was bored! "Really?! THAT'S why you're doing this?! Because you're bored?! What is **wrong** with you?!" I screamed as I tried to punch this maniac's daylights out, this was absurd! Spyro was a hero! He saved the WORLD! But yet dipstick here saw him as nothing more than a thing he could hunt! Is this guy dense? Or just insane? Maybe a little of both.

Kraven caught both of my fists and began to squeeze and force me to my knees, "The hunt is all that matters Spider-Man! You are too simple minded to understand!" He said, man… is he strong… that potion really is something… even with my super strength I couldn't even force myself back to my feet!

Something suddenly splatted on Kraven's back, smoke began to bellow from the place it hit, Kraven gritted his teeth, "You..." He said, turning to Cynder, "You must be Cynder than, the Terror of the Skies," He said.

The very mention of her old title flew her into a rage, "NO! I'M NOT THAT DRAGON ANYMORE!" She screamed before snatching Kraven right off of me and slamming the hunter to the ground with so much force it shook the very earth, "No one calls me that! Especially not some lowlife scumbag like YOU!" she snarled.

However, Kraven suddenly threw dirt in her eyes, temporarily blinding her, "Foolish girl, a title is earned! It is proof of your strength! You should wear it with pride!" He said, this dude was off his rocker! Then again, I **was** talking about the maniac that decided hunting the legendary purple dragon for fun was a good idea…

I threw a kick aimed at Kraven's head, he blocked it and flipped me over, sending me to the ground, "Your skills are pathetic Spider-Man, you proclaim yourself a hunter of criminals, but have no skill, no instinct! I had hoped you would provide a better challenge than this!" He said.

This was getting a bit annoying, dingus here was kicking both of our asses and worse, lecturing us as he did it. I don't need life lessons from some maniac wearing animal skins! Kraven quickly pounced on me, "You Spider-Man… you will serve a purpose however, in the wild, wolves will flock to an injured member of it's pack when it cries out for help," He explained, thanks for the biology lesson you whacked out nut bull.

Kraven then began to tie me up, what am I? His trophy? I swear if he ties me to a railroad track I am **done**. He then hoisted me over his shoulder and hopped away, Cynder still too dazed to interfere, and Sparx? Well… Sparx was too tiny to do anything really. Both could only watch as Kraven hopped away with me over his shoulder…

* * *

 _ **Later…**_

* * *

Kraven dropped me onto the ground, he didn't even wait a second before stomping hard on my back, "Tell me Spider-Man, why come all this way to save the purple dragon? You two must be quite close for you to leave your usual hunting grounds just to save him," he asked me, he stomped again, harder this time.

My back erupted in pain, every pore screamed out as The Hunter's foot stomped harder and harder, he was trying to get me to cry out, Spyro would hear me and come to my rescue, thus falling right into Kraven's hands. I was **bait**! "You trying to get me to scream Kraven? Forget it, you're not getting him, not if I can-" I began before Kraven stomped on my back again, digging the heel of his boot right between my shoulder blades.

"You're a stubborn one Spider-Man, I'll give you that much, but eventually… you will break," He said before I began to feel something sharp dig into my back, it had to be his knife, the blade dug right into the back of my spine, the pain was almost maddening, but I couldn't give in, I couldn't give Kraven what he wanted, I had to hold tough, for Spyro's sake. "Your will is impressive Spider-Man, but everyone has their breaking point, even someone like you," He said before stomping the sharp object further into my back.

That did it, the pain was too much for me to bottle up, I cried out, louder than I ever had before, I failed. No way Spyro didn't hear that, and while I hadn't known him long, I knew enough to know he wouldn't ignore it. "I told you, even Spider-Man has his limits, now all we need to do… is wait," He said, I felt him rip the knife from my back, I'm sorry Spyro, I tried…

* * *

 _ **Meanwhile…**_

* * *

I didn't know how long it had been since I lost Kraven, my powers were still recovering, but just barely, they weren't quite at fighting level yet, I just needed to wait it out, then when the returned, I was going to hunt Kraven down and take him down!

However, my plans hit a snag when I heard a familiar voice cry out in horrible agony, "Spider-Man!" I said, Kraven must have found him! If he died it would be all my fault! He was only out here because of me, and no doubt Kraven was only hurting him because of me. Against my better judgment I rushed to the direction of the sound, I was done playing games with Kraven! He can do what he wants to **me** , but now he was hurting my friends! It's time for his little hunt to end!

I found Spider-Man in no time, he was tied up and laying on the ground, his back was bleeding, staining his costume, "Spider-Man? Are you alright? Where's Kraven?" I asked.

Spider-Man coughed, "Get out of here! It's a trap!" he said, before I could even question anything I felt someone land on my back, arms wrapping around my neck.

It had to be Kraven, who else could it be, "I knew his cries would draw you out! You are too noble for your own good," He said, I was furious, this was low even for him, hurting my friends just to draw me out! "I was originally going to use the she dragon, but Spider-Man seemed to do the job just fine," He said before he began to squeeze, trying to choke me out.

Wait… Cynder was here? She must have come looking for me! "If you… hurt her… I'll…" I tried to threaten him, but the pressure on my neck tightened even more, I was struggling to breathe, my head began to feel lighter and lighter.

I noticed Spider-Man begin to struggle to break free of his bonds, no doubt hoping to help me, I began to thrash, trying to get Kraven off of me, my strength was still in the process of coming back, but it wasn't enough to fight off Kraven yet, "Get… off… ME!" I roared, slamming my head back, finally forcing him to lose his grip and fall to the ground.

I was furious, this was insane, he hunted me all day, booby trapped the swamps hurting who knows how many innocent creatures, and worse, he hurt my friends! I was **done**. I grabbed him by the throat, "I've had enough of **you** , and your "hunt"!" I roared as I slammed the hunter into the ground.

However, Kraven managed to stab me in the right front leg, forcing me to let go, "Very well, no more games, just you, me, man against beast, to the death!" He said with a mad gleam in his eyes, this man was insane! But I wasn't backing down this time, one way or another, this madman is going **down!**

Kraven was good, but I was better! Even without my breath elements, I was still skilled enough in hand to hand combat to overpower Kraven, "Give it up Kraven! Even without my elements I can still beat you!" I said, however Kraven simply pushed me back.

Kraven then produced the same vial I had seen him drink from when I first encountered him, Yes, but you forget, I still have a few tricks of my own," He said before ripping the cork out, taking a few more swigs before it was suddenly ripped from his hands by a webline.

The glass shattered on the ground, "Now come on Kraven, you can't just take drink breaks in the middle of a fight, that's just plain rude!" He said before snapping his restraints and flipping back onto his feet. "I admit Kraven, your ropes are tough, but still not enough to stave off my super spider strength!" said Spider-Man.

Kraven however, began to smirk, "Yes, but a bit too late I'm afraid, now that I have the full strength of a rhino! I can crush you BOTH!" He said, his muscles began to pulsate, that potion he drank began taking effect, giving him much more strength that he ever had before, he threw a hard right hook to Spider-Man's jaw, sending him right into a tree, cracking it in two.

I quickly took advantage of his divided attention, grabbing him in a sleeper hold, but he quickly threw me off, slamming me into the ground with a painful thud. The wind knocked right out of me, and pain shooting up my back, Kraven was definitely stronger now, that much was clear. "I admit purple dragon, you were everything I had hoped you'd be, at last, a worthy hunt for Sergei Kravenoff!" said Kraven.

Spider-Man suddenly hit him with a diving kick, "Yes I'm sure your mommy is real proud Kraven, so be a good little boy and just go home already!" he said.

Kaven quickly took initiative, grabbing Spidey by the head and slamming him into the ground, "Not until I claim my prize! The purple dragon's head, mounted over my fireplace, a permanent reminder of my greatest hunt!" said Kraven. Uh… okay… ew…

I slowly got back to my feet, launching myself at Kraven, hitting him with the hardest headbutt I could muster, the impact sent him flying, however he managed to catch himself in midair, "Impressive! Such a worthy prey you are Spyro!" He said before landing on his feet, and grabbing me by the horns, pinning me to the ground, "But our battle is at an end, and it will be I, Sergei Kravenoff, who stands triumphant!" he said as began to try to twist my head, he was trying to snap my neck! I had to resist, I can't die here, not like this! Not to **this** moron!

I then heard a loud cracking sound, it wasn't my neck, thank the ancestors, but Kraven's back, Spider-Man had scored a huge flying kick to his back, his abdomen smacking right into my horns, forcing him to let them go. "Really Kraven, there has to be better hobbies than this! Maybe you should take up knitting? I hear it's very relaxing, and has less chance of you getting your butt kicked by superheroes and purple dragons too!" joked Spider-Man.

Kraven fell to the ground, his potion was starting to wear off, as I could see his muscles begin to return to normal, I got up, approaching Kraven, "Your powers wearing off Kraven? Shame," I said, I felt my strength return, I decided to see if my powers were back, and they were, as I began to encase the psychotic hunter in ice, "Mine seem to be working just fine," I said with a smug grin.

Kraven could do nothing, the ice was far too thick for him to break out of, it was over… finally… Spider-Man and I both flopped onto the ground, exhausted from the fight, "So..." Spider-Man began, "We take him back to Warfang? Lock him away?" he asked.

Sure, some might think it smarter to just kill Kraven, but there was no point, Kraven was defeated, and rotting in a prison was exactly what this lunatic deserved. "Yeah… by the way… I never got the chance to thank you… if you hadn't smashed Kraven's potion, there's no telling how much stronger he could have made himself," I said.

Spider-Man laughed, "Hey, I'm just doing my job… ow," he said, "I think I might need some healing..." he added, causing both of us to laugh, I'm glad I made friends with Spider-Man, he was a bit rough around the edges, but he was reliable, good at heart, and there's no telling what would have happened if he hadn't intervened with Kraven's stupid hunt.

* * *

 _ **Later…**_

* * *

Spyro and I left to take Kraven here back to Warfang to pay for his crimes, I webbed his frozen prison to Spyro's back, hopefully we could get him to prison before he melted. My back hurt like hell, but in the end, we won, again. We soon found Cynder and Sparx, Cynder rushing over to Spyro and nuzzling him, "Cynder, I'm okay," Spyro laughed.

Cynder backed off a bit, "You had me worried, but… it seems you two managed to take out Kraven," She said, noticing the frozen hunter webbed to Spyro's back.

Spyro turned to me, "Yeah, but I couldn't have done it without a certain masked hero's help," He said with a smile.

Cynder grew a devious look, oh no… "Now if only you could work up the courage to talk to that Mary Jane girl you kept mumbling about in your sleep?" She teased me, why? Why are you like this? Spyro of course was completely lost, but Cynder just kept giggling.

Why is it that even when I win, I still somehow lose? I swear, Cynder's never going to let me forget this… ever…

* * *

 **A/N: Today's chapter was actually a suggestion from one Great Saiyaman54, again, I am always open to suggestions from readers, (I know someone else had been suggesting villains too, I'll get to them don't worry,) But I really liked this idea and decided to run with it.**

 **We'll see more from the main plot soon though, don't you worry, this was more of a fun little side adventure to let us recover from the big city invasion last chapter. Well, fun for us, not so much for poor Spyro here, no hard feelings right old buddy?**

 **Spyro: I hate you so much right now…**

 **Oh you kidder you… see ya next chapter!**


End file.
